Coca-Cola (KO) 10-K risk factor changes: FY2023 vs FY2022

Our business, operating results, financial condition and liquidity may be adversely affected by changes in global economic conditions, including [removed: inflation,] [added: global inflationary pressures, prevailing interest rates,] credit market conditions, increased unemployment, levels of consumer and business confidence, [added: bank failures,] commodity (including energy) prices and supply, a recession or economic slowdown, trade policies, foreign currency exchange rates, changing policy positions or priorities, [added: governmental rules and approaches to taxation,] levels of government spending and deficits, and actual or anticipated default on sovereign debt.

Many of the jurisdictions in which our products are sold have experienced, and could continue to experience, unfavorable changes in economic conditions, which could negatively affect the affordability of, and consumer demand for, our [removed: beverages.][added: beverages, and certain markets in which our products are sold experienced intensified inflation throughout 2023, which may continue to accelerate in 2024.]

Other financial uncertainties in our major markets and unstable geopolitical conditions or events in certain markets, including [added: international conflicts,] civil unrest, acts of war, [removed: terrorism or] [added: terrorism,] governmental changes, or changes in international [removed: relations] [added: relations,] could undermine global consumer confidence and reduce consumers’ purchasing power, thereby reducing demand for our products.

[removed: Product] [added: At times, we have faced product] boycotts resulting from [removed: political activism could reduce] [added: activism, which have reduced] demand for our products.

[removed: Although we currently do not anticipate that the suspension of our operations in Russia or the disruptions in Ukraine will] [added: These conflicts] have [removed: a material impact on our results of operations, the conflict has] resulted, and could continue to result, in volatile commodity [removed: markets,] [added: markets; logistical, transportation and] supply chain [removed: disruptions,] [added: disruptions;] increased risk of cyber incidents or other disruptions to our information [removed: systems,] [added: systems;] reputational [removed: risk,] [added: risk;] heightened risks to employee [removed: safety,] [added: safety;] business disruptions (including labor [removed: shortages),] [added: shortages);] reduced availability and increased costs [removed: for] [added: of] transportation, energy, [removed: packaging and] [added: packaging,] raw materials and other input [removed: costs, additional] [added: costs;] sanctions, export controls and other legislation or [removed: regulations (including restrictions on the transfer of funds to and from Russia),] [added: regulation;] or difficulty protecting and enforcing our intellectual property rights.

[removed: We] [added: While we currently do not anticipate that the effects of these conflicts will have a material impact on our results of operations, we] cannot predict how and the extent to which [removed: the conflict] [added: these conflicts] will continue to affect our employees, operations, customers or business [removed: partners or our ability to achieve certain of our sustainability goals.][added: partners.]

We may not be able to successfully compete for, attract or retain the highly skilled and diverse workforce that we want and [removed: that] [added: may require for] our future business [removed: needs may require,] [added: needs,] such as employees with [removed: e-commerce,] [added: advanced technology, artificial intelligence and machine learning,] social media and digital marketing [removed: and advertising] skills, and/or digital and analytics capabilities.

Failure to attract, hire, develop, motivate and retain highly skilled and diverse talent; to meet our goals related to fostering an inclusive and diverse [removed: culture, including increasing the number of underrepresented employees in the United States;] [added: culture;] to develop and implement an adequate succession plan for our management team; to maintain a corporate culture that fosters innovation, collaboration and inclusion; or to design and successfully implement flexible work models that meet the expectations of employees and prospective employees could disrupt our operations and adversely affect our business and our future success.

Disruption of our supply chain, including increased commodity, raw material, packaging, energy, transportation and other input [removed: costs] [added: costs,] may adversely affect our financial condition or results of operations.

[removed: We] [added: At times, we] have experienced, and could continue to experience, disruptions in our manufacturing operations and supply chain.

Furthermore, some of our suppliers are located in countries experiencing political [added: instability] or other risks and/or unfavorable economic conditions.

In addition, adverse [added: and extreme] weather conditions may affect the supply of agricultural commodities from which key ingredients for our products are derived.

These factors include changes in supply and demand; supplier capacity constraints; a deterioration of our or our bottling partners’ relationships with suppliers; [added: international conflicts; political uncertainties; acts of terrorism; governmental instability;] inflation; weather conditions (including the effects of climate change); [removed: wildfires] [added: wildfires, floods] and other natural disasters; disease or pests (including the impact of citrus greening disease on the citrus industry); agricultural uncertainty; health epidemics, pandemics or other contagious outbreaks (including COVID-19); labor shortages, strikes or work stoppages; changes in or the enactment of new laws and regulations; governmental actions or controls (including import/export restrictions, such as new or increased tariffs, sanctions, quotas or trade barriers); port [removed: congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; political uncertainties; acts of terrorism; governmental instability; or fluctuations in foreign currency exchange rates.]

We expect the inflationary pressures on [added: certain] input and other costs to continue to impact our business in [removed: 2023.][added: 2024.]

Our attempts to offset [removed: these] cost pressures, such as through price increases of some of our products, may not be successful.

[removed: The expected benefits] [added: Acquisitions] of [removed: business] [added: businesses, brands] or [removed: brand acquisitions,] [added: bottling operations may involve significant challenges and risks, and the expected benefits,] including cost and growth synergies associated with such acquisitions, may take longer to realize than expected or may not be realized at all.

[removed: Moreover, we] [added: We have encountered, and] may [removed: encounter] [added: in the future encounter,] challenges [removed: to] [added: in] successfully integrating the operations, technologies, services, products and systems of any acquired [removed: businesses] [added: businesses, brands or bottling partners] in an effective, timely and cost-efficient manner.

Our financial performance is impacted by how well we can integrate and manage [removed: acquired businesses, brands and bottling operations,] [added: our acquisitions,] and we may not be able to achieve our strategic and financial objectives for acquired businesses, brands or bottling operations.

If our third-party service providers and business partners do not satisfactorily fulfill their commitments and responsibilities, [added: or experience adverse events,] our financial results could suffer.

In addition, while we have procedures in place for assessing risk along with selecting, managing and monitoring our relationships with third-party service providers and other business partners, we do not have control over their business operations or governance and compliance systems, practices and procedures, which increases our financial, legal, [added: cybersecurity,] reputational and operational risk.

If we are unable to effectively manage our third-party relationships, or for any reason our third-party service providers or business partners fail to satisfactorily fulfill their commitments and [removed: responsibilities,] [added: responsibilities or experience events that could directly or indirectly impact us,] our financial results could suffer.

While we generally have been able to renegotiate collective bargaining agreements on satisfactory terms when they expire and regard our relations with employees and their representatives as generally satisfactory, negotiations may nevertheless be challenging, as the Company must have competitive cost structures in each market while meeting the compensation and [removed: benefits needs of our employees.]

Furthermore, from time to [removed: time] [added: time,] we and our bottling partners restructure manufacturing and other operations to improve productivity, which may have negative impacts on employee morale and work performance, result in escalation of grievances and adversely affect the negotiation of collective bargaining agreements.

There is [removed: growing] concern among consumers, public health professionals and government agencies about the health problems associated with obesity.

[removed: Increasing] [added: Ongoing] public concern about obesity; other health-related public concerns surrounding consumption of sweetened beverages; [added: the effects or perceived effects of the usage of weight-loss drugs on consumption patterns;] potential new or increased taxes on sweetened beverages by government entities to reduce consumption or to raise revenue; additional governmental regulations concerning the advertising, marketing, labeling, packaging or sale of our sweetened beverages; and negative publicity resulting from actual or threatened legal actions against us or other companies in our industry relating to the marketing, labeling or sale of sweetened beverages may reduce demand for, or increase the cost of, our sweetened beverages, which could adversely affect our profitability.

However, despite our strong commitment to product safety and quality, we or our bottling partners [removed: periodically] [added: at times] have not met, and may not always meet, these standards, particularly as we expand our product offerings through innovation or acquisitions into beverage categories, such as value-added dairy and plant-based beverages, that are beyond our traditional range of beverage products.

Public debate and concern about perceived negative health consequences of certain ingredients, such as non-nutritive sweeteners and biotechnology-derived substances, and of other substances present in our beverage products or packaging materials, may reduce demand for our beverage [removed: products.][added: products or result in additional governmental regulation.]

[removed: Public debate and concern about perceived negative health consequences of certain ingredients in our beverage products, such as synthetic colors, non-nutritive sweeteners and biotechnology-derived substances; substances that are present in our beverage products naturally or that occur as a result of the manufacturing process, such as 4-methylimidazole (“4-MEI”), a chemical] compound that is formed during the manufacturing of certain types of caramel coloring used in cola-flavored beverages; or substances used in packaging materials, such as bisphenol A (“BPA”), an odorless, tasteless food-grade chemical commonly used in the food and beverage industries as a component in the coating of the interior of cans, may affect consumers’ preferences and cause them to shift away from some of our beverage products.

In addition, increasing public concern about perceived or potential health consequences of the presence of ingredients or substances in our beverage products or in packaging materials (or alleged presence of substances such as PFAS) and/or the results of third-party studies (whether or not scientifically valid) purporting to assess the health implications of consumption of certain ingredients or substances present in certain of our products or packaging materials have resulted, and could result, in additional governmental regulations concerning the advertising, marketing, labeling, packaging or sale of our beverages; [added: limitations on the use of certain ingredients or packaging;] potential new or increased taxes on our beverages by government entities; and negative publicity, or actual or threatened legal actions against us or other companies in our industry, all of which could damage the reputation of, and may reduce demand for, our beverage products.

If we are not successful in our efforts to digitalize the Coca-Cola system, our ability to increase sales and improve margins may be negatively [removed: affected] [added: affected,] and the cost and expenses we have incurred or may incur in connection with our digitalization initiatives may adversely impact our financial performance.

These engagements in public policy debates have been, and could in the future be, the subject of [removed: backlash] [added: criticism] from advocacy groups or others that have a differing point of view and could result in adverse media and consumer reaction, including product boycotts.

Similarly, our sponsorship relationships [added: and associations with influencers] have subjected us in the past, and could subject us in the future, to negative publicity as a result of actual or alleged misconduct by individuals, hosts or entities associated with organizations we sponsor or support financially or through in-kind [removed: contributions.][added: contributions, as well as by the influencers we collaborate with who may engage in actions or express opinions that may negatively reflect on our brand.]

[added: Likewise, campaigns by activists connecting us, or our bottling system or supply] chain, with workplace, human rights or animal welfare issues, whether actual or perceived, could adversely impact our corporate image and reputation.

In addition, if we fail to respect our employees’ and our supply chain [removed: employees’] [added: workers’] human rights, or inadvertently discriminate against any group of employees or hiring prospects, our ability to hire and retain the best talent will be diminished, which could have an adverse impact on our overall business.

For instance, the Company has directly entered the alcohol beverage category in numerous markets outside the United States, and in the United States, the Company has [removed: authorized] [added: established a wholly owned, indirect, firewalled subsidiary, which authorizes] alcohol-licensed third parties to use certain of our trademarks and related intellectual property on alcohol beverages that contain Company beverage bases.

The success of new and evolved products depends on [removed: a number of] [added: several] factors, including timely and successful product development, adherence to new global and/or local standards of practice, consumer acceptance and stakeholder perception.

Our bottling partners’ financial condition is affected in large part by conditions and events that are beyond our and their control, including competitive and general market conditions; the availability of capital and other financing resources on reasonable terms; loss of major customers; changes in or additional regulations; or disruptions of bottling operations that may be caused by strikes, work stoppages, labor unrest, natural [removed: disasters] [added: disasters, international conflicts, acts of war, health epidemics, pandemics] or other catastrophic events.

A deterioration of the financial condition or results of operations of one or more of our major bottling partners could adversely affect our net operating revenues from sales of concentrates and syrups; and, if such deterioration involves one or more of our [added: equity method investee bottling partners, it could also result in a decrease in our equity income and/or impairments of our equity method investments.]

The OECD is currently coordinating a [added: two pillared] project on behalf of the G20 and other participating countries which would grant additional taxing rights over profits earned by multinational enterprises to the countries in which their products are sold and services rendered.

[removed: Model] [added: In December 2021, the OECD issued Pillar Two model] rules [removed: adopted pursuant to this project] [added: which] would establish a global per-country minimum tax of [removed: 15 percent,] [added: 15%,] and the European Union has approved a directive requiring member states to incorporate similar provisions into their respective domestic laws.

In addition, the occurrence or resurgence of global or regional health events, such as the COVID-19 pandemic, and the related governmental, private sector and individual consumer responses, could contribute to a recession, depression or global economic downturn.

Geopolitical instability may also lead to heightened security risk, impacting employee safety and/or damage to infrastructure or our assets.

Throughout 2023, the Company faced disruptions to our operations due to international conflicts, including the conflict between Russia and Ukraine and conflicts in the Middle East.

Competition for, along with compensation and benefits expectations of, existing and prospective employees has increased, especially in light of changing worker expectations and talent marketplace variability regarding flexible work models.

Increases in energy demand have in the past resulted, and could in the future result, in higher energy prices, impacting us and our independent bottlers.

congestion or delays; transport capacity constraints; cybersecurity incidents or other disruptions; or fluctuations in foreign currency exchange rates.

We have faced, and may in the future face, difficulties in operating through new business models and/or supply chain models, or in new categories or territories, and challenges in extending Company controls (including internal controls over financial reporting, disclosure controls and procedures, data protection and cybersecurity), policies and governance structures (including with respect to food safety and quality, occupational safety, and sustainability) to newly acquired businesses, brands or bottling operations, which, at times, has resulted in increased costs and negative publicity.

benefits needs of our employees.

We and our bottling partners have had, and may in the future need, to recall products if they become contaminated or adulterated by any means or if they are mislabeled.

A widespread product recall could result in significant losses due to the costs of a recall, the destruction of product inventory, and lost sales due to the unavailability of product for a period of time, and could also subject us to product liability claims and negative publicity, all of which could cause our business to suffer.

Public debate and concern about perceived negative health consequences of certain ingredients in our beverage products, such as synthetic colors, non-nutritive sweeteners and biotechnology-derived substances; substances that are present in our beverage products naturally or that occur as a result of the manufacturing process, such as 4-methylimidazole (“4-MEI”), a chemical

Pillar One would allow countries to reallocate a portion of profits earned by multinational businesses with an annual global revenue exceeding €20 billion and a profit margin of over 10% to applicable market jurisdictions.

While the OECD issued draft language for the international implementation of Pillar One in October 2023, both the substantive rules and implementation process remain under discussion at the OECD so the timetable for any implementation remains uncertain.

While it is uncertain whether the United States will enact legislation to adopt Pillar Two, numerous countries have enacted legislation, or have indicated their intent to adopt legislation, to implement certain aspects of Pillar Two effective January 1, 2024, with general implementation of the remaining global minimum tax rules by January 1, 2025.

The OECD and implementing countries are expected to continue to make further revisions to their legislation and release additional guidance.

The Company will continue to monitor developments to determine any potential impact in the countries in which we operate.

On November 8, 2023, the Tax Court issued a supplemental opinion (together with the original Tax Court opinion, “Opinions”) also siding with the IRS as to the validity of the blocked-income regulations and its application to the Brazilian legal restrictions.

nutritive sweeteners and may consider similar proposals in the future.

This exposes us

system shutdowns, service disruptions or cybersecurity incidents.

Cybercriminals have increasingly demonstrated advanced capabilities, such as use of zero-day vulnerabilities, and rapid integration of new technology such as generative artificial intelligence.

While we have established a third-party risk management program to address security risks, including relating to our bottling partners, our ability to monitor their security measures is limited, and we may experience secondary contractual, regulatory financial and reputational harm as a result of cybersecurity attacks, phishing attacks, viruses, malware, ransomware, hacking or similar breaches experienced by our bottling partners.

These laws impose operational requirements

Our bottling partners, distributors, joint venture partners and suppliers have privacy and security controls and policies over personal data that differ in scope and complexity from our policies, procedures and practices, and we may also experience secondary contractual, regulatory, financial and reputational harm as a result of improper disclosure of personal data by our bottling partners.

Our business is subject to evolving sustainability regulatory requirements and expectations, which exposes us to increased costs and legal and reputational risks.

We have established and publicly announced sustainability goals and aspirations.

We also report progress related to the circular economy of packaging; water stewardship; climate; portfolio; sustainable agriculture; human and workplace rights and diversity, equity and inclusion.

These goals reflect our current plans and aspirations and are not guarantees that we will be able to achieve them.

At the same time, there also exists “anti-ESG” sentiment among certain stakeholders and government institutions, and we may face scrutiny, reputational risk, product boycotts, lawsuits or market access restrictions from these parties regarding our sustainability initiatives.

Increasing focus on sustainability matters has resulted in, and is expected to continue to result in, evolving legal and regulatory requirements, including mandatory due diligence, disclosure and reporting requirements, as well as a variety of voluntary disclosure frameworks and standards.

We have incurred, and are likely to continue to incur, increased costs complying with such standards and regulations, particularly given the lack of convergence among standards.

In addition, our processes and controls may not always comply with evolving standards and regulations for identifying, measuring and reporting sustainability metrics; our interpretation of reporting standards and regulations may differ from those of others; and such standards and regulations may change over time, any of which could result in significant revisions to our goals or reported progress in achieving such goals.

In addition, methodologies for reporting our data may be updated and previously reported data may be adjusted to reflect improvement in availability and quality of third-party data, changing assumptions, changes in the nature and scope of our operations (including from acquisitions and divestitures), and other changes in circumstances.

and oceans, as well as inefficient use of resources when packaging materials are not included in a circular economy.

Increased frequency or duration of extreme weather conditions could also impair

In March 2022, the Company announced the suspension of its business in Russia.

While we have maintained our operations in Ukraine to the extent possible, our business in Ukraine has been disrupted due to the conflict.

The ongoing conflict could result in the temporary or permanent loss of assets or result in additional impairment charges.

Competition for, along with compensation and benefits expectations of, existing and prospective personnel have increased.

Throughout 2022, increases in energy demand, along with supply disruptions exacerbated by the conflict between Russia and Ukraine, resulted in significantly higher energy prices, particularly in Europe, which could continue to impact us and our independent bottlers in the future.

The COVID-19 pandemic and related ongoing impacts may have a material adverse effect on our results of operations, financial condition and cash flows.

Since early 2020, the COVID-19 pandemic and the related actions by governments around the world to attempt to contain the spread of the virus have negatively impacted, and could continue to negatively impact, our business globally.

The extent and nature of governmental actions related to the COVID-19 pandemic have varied across our markets based upon the then-current extent and severity of the COVID-19 pandemic.

At times we have experienced a decrease in sales of certain of our products in markets around the world, as well as a shift in consumer demand to more at-home consumption versus away-from-home consumption.

While we have experienced improved trends throughout 2021 and 2022 in away-from-home channels and improved margins, our recovery has been asynchronous, and the full extent to which the COVID-19 pandemic will affect our results of operations, financial condition and cash flows will depend on future developments that are highly uncertain.

If COVID-19 infection rates increase, the pandemic intensifies, or continued efforts to curb the pandemic are ineffective, the negative impacts of the pandemic on our sales could be more prolonged and may become more severe than what we have experienced to date.

The COVID-19 pandemic has disrupted and could continue to disrupt our global supply chain.

We and our bottling partners have experienced temporary disruptions in certain of our operations; delays in delivery of concentrates, ingredients, packaging and equipment; temporary plant closures; production slowdowns; and difficulty or delays in sourcing key ingredients and beverage containers.

We and our bottling partners may face similar disruptions in the future, which may increase supply chain and packaging costs, or may result in an inability to secure key ingredients and inputs, which could cause delays in delivering our products to our customers and consumers.

Although we are unable to predict the impact on our ability to source materials in the future, we expect supply chain pressures to continue into 2023.

In addition to the above risks, the COVID-19 pandemic may exacerbate other risks related to our business, including risks related to changes in the retail landscape or the loss of key retail or foodservice customers; fluctuations in input costs, inflation rates, and foreign currency exchange rates; and the ability of third-party service providers and business partners to fulfill their respective commitments and responsibilities to us in a timely manner and in accordance with the agreed-upon terms.

The continuing evolution of the pandemic may also present risks not currently known to us.

We may incur unforeseen liabilities and obligations in connection with acquiring businesses, brands or bottling operations.

We may also encounter unexpected difficulties, costs or delays in restructuring and integrating acquired businesses, brands or bottling operations into our Company’s operating, governance, sustainability and internal control structures, including extending our Company’s internal control over financial reporting to newly acquired businesses, which may increase the risk of failure to prevent misstatements in their financial records and in our consolidated financial statements.

In addition, our quality management program, which is designed to ensure product quality and safety, may not be sufficiently robust to effectively manage the expanded range of product offerings introduced through newly acquired businesses or brands, which may increase our costs or subject us to negative publicity.

Also, we may not be able to successfully manage the additional complexities involved with overseeing various supply chain models as we expand our product offerings.

If we or our bottling partners fail to comply with applicable product safety and quality standards, or if our beverage products taken to the market are or become contaminated or adulterated by any means, we may be required to conduct costly product recalls and may become subject to product liability claims and negative publicity, which could cause our business to suffer.

Likewise, campaigns by activists connecting us, or our bottling system or supply

equity method investee bottling partners, it could also result in a decrease in our equity income and/or impairments of our equity method investments.

Other countries have taken similar actions.

In addition, in the past, the

exposure to interest rate risks.

These incidents may be caused by failures during routine

Our security controls over personal data, the training of employees and vendors on data privacy and data security, and the policies,

Our ability to achieve our sustainability goals and targets is subject to risks, many of which are outside of our control, and our reputation and brands could be harmed if we fail to meet such goals.

Companies across all industries are facing increasing scrutiny from stakeholders related to sustainability, including practices and disclosures related to sustainable packaging; water stewardship; climate; health and nutrition; human rights; and diversity, equity and inclusion.

As the nature, scope and complexity of sustainability reporting, due diligence and disclosure requirements expand, we may have to incur additional costs to control, assess and report on sustainability metrics.

A reduction in consumer demand for our products and/or an increase in costs and

- *Operations Review* — an analysis of our consolidated results of operations for [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

[removed: An analysis of our consolidated results of operations for 2021 and 2020 and year-to-year] [added: to-year] comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] can be found in MD&A in Part II, Item 7 of the Company’s Form 10-K for the year ended December 31, [removed: 2021.][added: 2022.]

We own and market [removed: five] [added: several] of the world’s [removed: top six] [added: largest] nonalcoholic sparkling soft drink [removed: brands:] [added: brands, including] Coca-Cola, Sprite, Fanta, Coca-Cola Zero Sugar and Diet Coke/Coca-Cola Light.

[removed: -] [added: Our concentrate operations typically generate net operating revenues by selling] beverage concentrates, sometimes referred to as “beverage bases,” [removed: and] syrups, including fountain [removed: syrups (we refer] [added: syrups, and certain finished beverages] to [removed: this part of our business] [added: authorized bottling operations (to which we typically refer] as our [removed: “concentrate operations”); and][added: “bottlers” or our “bottling partners”).]

[added: In addition, outside the] United States, our bottling partners are typically authorized to manufacture fountain syrups, using our concentrates, which they sell to fountain retailers for use in producing beverages for immediate consumption, or to authorized fountain wholesalers who in turn sell and distribute the fountain syrups to fountain retailers.

In the United States, we manufacture fountain syrups and sell them to fountain retailers, who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners who in turn sell [added: and distribute] the fountain syrups to fountain retailers.

| Year Ended December 31, | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | |

| Concentrate operations | | | [removed: 56] [added: 58] | | % | 56 | | % |

| Finished product operations | | | [removed: 44] [added: 42] | | | 44 | | |

| Concentrate operations | | | [removed: 82] [added: 83] | | % | [removed: 83] [added: 82] | | % |

| Finished product operations | | | [removed: 18] [added: 17] | | | [removed: 17] [added: 18] | | |

We, along with other beverage companies, are affected by a number of factors, including, but not limited to, the cost to manufacture and distribute products, consumer spending, economic conditions, availability and quality of water, consumer preferences, inflation, geopolitical [removed: conditions,] [added: conditions including international conflicts,] local and national laws and regulations, foreign currency exchange rate fluctuations, fuel prices, weather patterns and [removed: the COVID-19 pandemic.][added: health crises.]

Of these, [removed: five] [added: six] key [added: strategic business] challenges and risks are discussed below.

Obesity continues to impact [added: individuals,] communities and countries worldwide.

There is [removed: growing] concern among consumers, public health professionals and governments about the health problems associated with obesity.

We are committed to meeting changing consumer needs and to generating growth through our evolving portfolio of beverage brands and products (including numerous [removed: low- and no-calorie products); selectively expanding into other profitable categories of the commercial beverage industry; innovative and sustainable packaging; and ingredient education efforts.]

In addition, we are increasing our investments in e-commerce to support retail and meal delivery services, offering more package sizes that are fit-for-purpose for online [removed: sales,] [added: sales] and shifting more consumer and trade promotions to digital.

The Coca-Cola system works every day to produce [removed: high quality,] [added: high-quality,] safe and refreshing beverages for consumers around the world.

[removed: Where these challenges and risks relate to our business, we] [added: We] acknowledge that we have a role to play in developing and implementing solutions [removed: related to these important challenges.][added: that help build resilience across our business.]

Our ability to achieve our sustainability goals is dependent on many factors, including, but not limited to, our actions along with the actions of various stakeholders, such as our bottling partners, suppliers, governments, nongovernmental organizations, communities, and other third parties, [removed: all] [added: some] of which are outside of our control.

Refer to Note [removed: 11] [added: 12] of Notes to Consolidated Financial Statements.

Our consolidated net income includes our [added: Company’s proportionate share of the net income or loss of these companies.]

Our judgment regarding the level of influence over each equity method investee includes considering key factors, such as our ownership interest, representation on the board of directors, participation in policy-making [removed: decisions] [added: decisions, other commercial arrangements] and material intercompany transactions.

As a result, management must make numerous assumptions, which involve a significant amount of judgment, when performing [removed: recoverability and] impairment tests of [removed: current] [added: equity method investments] and [removed: noncurrent] [added: indefinite-lived intangible] assets in various regions around the world.

[removed: For other assets, impairment] [added: Impairment] tests [removed: are required] [added: for indefinite-lived intangible assets must be performed] at least annually, or more frequently if events or circumstances indicate that an asset may be impaired.

The performance of [removed: recoverability and] impairment tests [removed: of current and noncurrent assets] involves critical accounting estimates.

These estimates require significant management [removed: judgment,] [added: judgment and] include inherent [removed: uncertainties and are often interdependent; therefore, they do not change in isolation.][added: uncertainties.]

Factors that management must estimate include, among others, the economic lives of the assets, sales volume, pricing, royalty rates, cost of raw materials, delivery costs, [removed: the impact of any supply chain disruptions, inflation,] long-term growth rates, [removed: cost of capital,] [added: discount rates,] marketing spending, foreign currency exchange rates, tax rates, capital [removed: spending,] [added: spending and] proceeds from the sale of [removed: assets and customers’ financial condition.][added: assets.]

[removed: The variability of these factors] depends on a number of conditions, and thus our accounting estimates may change from period to period.

When performing [added: these] impairment tests, we estimate the fair values of the assets using management’s best assumptions, which we believe are consistent with those a market participant would use.

Refer to Note 2 of Notes to Consolidated Financial Statements for a discussion of recent [removed: acquisitions.][added: acquisitions, if applicable.]

Refer to Note [removed: 16] [added: 17] of Notes to Consolidated Financial Statements for [removed: the] [added: a] discussion of impairment [removed: charges.][added: charges, if applicable.]

[removed: Refer to] [added: Risk Factors” in Part I of this report as well as] the heading “Operations Review” below for additional information related to our present business environment.

The fair values of most of our Company’s investments in publicly traded companies are [removed: often] readily available based on quoted market prices.

[removed: These appraisals and models include] [added: The] assumptions [removed: we believe] [added: used in our impairment testing models] are consistent with those [added: we believe] a market participant would use.

These factors are even more difficult to [removed: predict] [added: estimate] when global financial markets are highly volatile.

The variability of these factors [removed: depends on a number]

As [removed: mentioned above,] these factors [removed: do] [added: are often interdependent and may] not change in [removed: isolation and, therefore,] [added: isolation,] we do not believe it is practicable or meaningful to present the impact of changing a single factor.

A deterioration of macroeconomic conditions may not only negatively impact the estimated operating cash flows used in our cash flow models but may also negatively impact other assumptions used in our analyses, including, but not limited to, the [removed: estimated cost of capital and/or] discount rates.

[removed: Therefore, if] [added: If] the [removed: cost of capital and/or] discount rates change, our Company may recognize an impairment of an intangible asset in spite of realizing actual cash flows that are equal to, or greater than, our previously forecasted amounts.

An analysis of our consolidated results of operations for 2022 and 2021 and year-

Our Company operates in two lines of business: concentrate operations and finished product operations.

As such, we are resolute in continuing to innovate and are committed to partnering with suppliers to invest in research and development of new noncaloric sweeteners and flavors that help us create the best tasting beverages, including options with low or no calories.

low- and no-calorie products); selectively expanding into other profitable categories of the commercial beverage industry; investing in innovative and sustainable packaging; and including easy-to-access information about our beverages on our website.

We only use ingredients that are authorized for use by regulatory authorities in each of the markets in which we operate.

Investors and stakeholders increasingly focus on sustainability matters.

We report our sustainability progress in the following areas: circular economy of packaging; water stewardship; climate; portfolio; sustainable agriculture; human and workplace rights and diversity, equity and inclusion.

*Talent Acquisition and Retention*

Competition for existing and prospective personnel has increased, especially in light of changing worker expectations and talent marketplace variability regarding flexible work models.

In addition, the broader labor market is experiencing a shortage of qualified workers, which has further increased competition for qualified employees that we want and may require for our future business needs.

Our people and our culture are critical business priorities, and we strive to be a global employer of choice that attracts and retains high-performing talent with the passion, skills and mindsets to drive us on our purpose to refresh the world and make a difference.

We are committed to building an equitable and inclusive culture that inspires and supports the growth of our employees, serves our communities and shapes a strong and more sustainable business.

- Recoverability of Equity Method Investments and Indefinite-Lived Intangible Assets

Recoverability of Equity Method Investments and Indefinite-Lived Intangible Assets

*Equity Method Investments*

Equity method investments are reviewed for impairment whenever significant events or changes in circumstances indicate that the carrying amount of the investment might not be recoverable.

*Indefinite-Lived Intangible Assets*

We perform impairment tests using various valuation methodologies, including discounted cash flow models and a market approach, to determine the fair value of the indefinite-lived intangible asset or the reporting unit, as applicable.

The ability to accurately predict future cash flows, especially in emerging and developing markets, may impact the determination of fair value.

The Company allocated $4.2 billion of the purchase price to the BodyArmor trademark.

As of December 31, 2023, the fair value of this trademark approximates its carrying value.

If the near-term operating results of this trademark do not achieve our current financial projections, or if the macroeconomic conditions change causing the discount rate to increase without an offsetting increase in the operating results, it is likely that we would be required to recognize an impairment charge.

Management will continue to monitor the fair value of this trademark in future periods.

In 2023, the Company’s total cost related to pension plans was $120 million, which included $38 million of net periodic pension cost and net charges of $82 million, primarily due to settlements and special termination benefits.

The increase in net periodic pension cost is primarily due to the net impact of the decrease in the weighted-average discount rate at December 31, 2023 compared to December 31, 2022.

Our sales terms generally do not allow for

A valuation allowance is required

unit case volume of our consolidated bottling operations.

In May 2023 and July 2022, the Company acquired certain brands in Asia Pacific.

3After considering the impact of structural changes, unit case volume for Bottling Investments grew 6%.

The decline in unit case volume in Europe, Middle East and Africa was primarily due to the suspension of the Company’s business in Russia in March 2022.

Trademark Coca-Cola performance was even.

The favorable pricing initiatives for the year ended December 31, 2023 in all operating segments included carryover pricing increases from the prior year.

Our gross profit margin increased to 59.5% in 2023 from 58.1% in 2022.

This increase was primarily due to the impact of favorable pricing initiatives, favorable channel and package mix, and structural changes.

The impact of these items was partially offset by the unfavorable impact of foreign currency exchange rate fluctuations and increased commodity costs.

| Year Ended December 31, | | | 2023 | | | 2022 | | |

The increase in other operating expenses was primarily due to higher other marketing expenses and increased charitable donations, as well as higher annual incentive expense and other employee benefit costs.

The decrease in selling and distribution expenses was primarily a result of the refranchising of our bottling operations in Vietnam and Cambodia.

The decrease in stock-based compensation expense was primarily due to the cumulative expense that was recorded in 2022 resulting from the impact a more favorable financial outlook had on the outstanding nonvested performance share units.

Our Company markets, manufactures and sells:

- finished sparkling soft drinks and other beverages (we refer to this part of our business as our “finished product operations”).

Our concentrate operations typically generate net operating revenues by selling concentrates, syrups and certain finished beverages to authorized bottling operations (to which we typically refer as our “bottlers” or our “bottling partners”).

In addition, outside the

On March 8, 2022, the Company announced the suspension of its business in Russia as a result of the conflict between Russia and Ukraine.

In addition, the conflict has caused a disruption of our business in Ukraine.

The Company will continue to monitor and assess the situation as circumstances evolve.

As a point of reference, in 2021, the Company’s business in Russia and Ukraine contributed 2 percent of the Company’s unit case volume and 1 percent and 2 percent of the Company’s consolidated net operating revenues and operating income, respectively.

Throughout 2022, the effects of the COVID-19 pandemic, including the resurgence of the virus in certain countries and the related actions by governments to attempt to contain the spread of the virus, continued to negatively impact our business.

While uncertainties caused by the COVID-19 pandemic remain, and factors such as the state of the supply chain, labor shortages and the inflationary environment are likely to impact the pace of the economic recovery, we are focused on executing for growth.

As such, we are resolute in continuing to innovate and are committed to partnering to find winning solutions in the area of noncaloric sweeteners.

This includes working to reduce sugar and calories in many of our beverages.

As investors and stakeholders increasingly focus on sustainability matters, our Company and companies across all industries are facing challenges and risks related to, among other things, sustainable packaging; water stewardship; climate; health and nutrition; human rights; and diversity, equity and inclusion.

We have established specific sustainability focus areas: water quality and scarcity; packaging materials used for our products; reduction of carbon dioxide and other greenhouse gas emissions; sustainable sourcing of agricultural commodities; diversity, equity and inclusion; and human and workplace rights.

- Recoverability of Current and Noncurrent Assets

Company’s proportionate share of the net income or loss of these companies.

Recoverability of Current and Noncurrent Assets

Risk Factors” in Part I of this report.

We perform recoverability and impairment tests of current and noncurrent assets in accordance with U.S. GAAP.

For certain assets, recoverability and/or impairment tests are required only when conditions exist that indicate the carrying value may not be recoverable.

These factors are even more difficult to estimate as a result of uncertainties associated with the scope, severity and duration of the global COVID-19 pandemic.

The estimates we use when performing recoverability tests of assets are consistent with those we use in our internal planning.

The Company has certain intangible and other long-lived assets that are more dependent on cash flows generated in away-from-home channels and/or that generate cash flows in geographic areas which are more heavily impacted by the COVID-19 pandemic, and therefore these assets are more susceptible to impairment.

In addition, intangible and other long-lived assets we acquired in recent transactions are naturally more susceptible to impairment, because they are recorded at fair value based on recent operating plans and macroeconomic conditions at the time of acquisition.

As of December 31, 2022, the carrying value of our investment in Coca-Cola Bottlers Japan Holdings Inc. (“CCBJHI”) exceeded its fair value by $29 million, or 8 percent.

Based on the length of time and the extent to which the fair value has been less than our carrying value and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value, management determined that the decline in fair value was temporary in nature.

Therefore, we did not record an impairment charge related to the investment.

Our equity method investees also perform such recoverability and impairment tests.

If an impairment charge is recorded by one of our equity method investees, the Company records its proportionate share of such charge as a reduction of equity income (loss) — net in our consolidated statement of income.

However, the actual amount we record with respect to our proportionate share of such charge may be impacted by items such as basis differences, deferred taxes and deferred gains.

*Investments in Equity and Debt Securities*

We measure all equity investments that do not result in consolidation and are not accounted for under the equity method at fair value with the change in fair value included in net income.

We use quoted market prices to determine the fair value of equity securities with readily determinable fair values.

For equity securities without readily determinable fair values, we have elected the measurement alternative under which we measure these investments at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer.

Management assesses each of these investments on an individual basis.

Our investments in debt securities are carried at either amortized cost or fair value.

The cost basis is determined by the specific identification method.

Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity.

Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale.

Realized and unrealized gains and losses on trading debt securities as well as realized gains and losses on available-for-sale debt securities are included in net income.

In [removed: 2022,] [added: 2023,] we generated [removed: $27.6] [added: $29.2] billion of our net operating revenues from operations outside the United States.

Our Company enters into forward exchange contracts and purchases foreign currency options and collars (principally euro, British pound [removed: sterling] and Japanese yen) to hedge certain portions of forecasted cash flows denominated in foreign currencies.

The total notional values of our foreign currency derivatives were [removed: $11,370] [added: $17,505] million and [removed: $13,691] [added: $11,370] million as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

The fair value of foreign currency derivatives that qualified for hedge accounting resulted in a net unrealized [removed: loss] [added: gain] of [removed: $66] [added: $22] million as of December 31, [removed: 2022,] [added: 2023,] and we estimate that a [removed: 10 percent] [added: 10%] weakening of the U.S. dollar would have [removed: increased the net unrealized loss to $296 million.][added: resulted in a $278 million decrease in fair value.]

The fair value of the foreign currency derivatives that did not qualify for hedge accounting resulted in a net unrealized loss of [removed: $20] [added: $15] million as of December 31, [removed: 2022,] [added: 2023,] and we estimate that a [removed: 10 percent] [added: 10%] weakening of the U.S. dollar would have resulted in a [removed: $137] [added: $161] million decrease in fair value.

Based on the Company’s variable-rate debt and derivative instruments outstanding as of December 31, [removed: 2022,] [added: 2023,] we estimate that a 1 percentage point increase in interest rates would have increased interest expense by [removed: $136] [added: $134] million in [removed: 2022.][added: 2023.]

The total notional values of our commodity derivatives were [removed: $371] [added: $379] million and [removed: $918] [added: $371] million as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

[removed: There were no significant] [added: The fair value of] commodity derivatives that qualified for hedge accounting [added: resulted in a net unrealized loss of $3 million] as of December 31, [removed: 2022*.*] [added: 2023, and we estimate that a 10% decrease in underlying commodity prices would have resulted in a $3 million decrease in fair value*.*] The fair value of the commodity derivatives that did not qualify for hedge accounting resulted in a net loss of [removed: $1] [added: $58] million as of December 31, [removed: 2022,] [added: 2023,] and we estimate that a [removed: 10 percent] [added: 10%] decrease in underlying commodity prices would have resulted in [removed: an $8] [added: a $54] million decrease in fair value.

We own and market [removed: five] [added: several] of the world’s [removed: top six] [added: largest] nonalcoholic sparkling soft drink [removed: brands:] [added: brands, including] Coca-Cola, Sprite, Fanta, Coca-Cola Zero Sugar and Diet Coke/Coca-Cola Light.

We invest to improve people’s lives, from our employees to all those who touch our business system, to our investors, to the [removed: broad] communities we call home.

For additional information about our operating segments and Corporate, refer to Note [removed: 19] [added: 20] of Notes to Consolidated Financial Statements set forth in Part II, “Item 8.

Likewise, when we use the capitalized word “Trademark” together with the name of one of our other beverage products (such as “Trademark Fanta,” “Trademark Sprite” or “Trademark Simply”), we mean [added: nonalcoholic] beverages bearing the indicated trademark (that is, Fanta, Sprite or Simply, respectively) and all its variations and line extensions (such that “Trademark Fanta” includes Fanta Orange, Fanta Zero Orange, Fanta Zero Sugar, Fanta Apple, etc.; “Trademark Sprite” includes Sprite, Sprite Zero Sugar, etc.; and “Trademark Simply” includes Simply Orange, Simply Apple, Simply Grapefruit, etc.).

[removed: -] [added: Our concentrate operations typically generate net operating revenues by selling] beverage concentrates, sometimes referred to as “beverage bases,” [removed: and] syrups, including fountain [removed: syrups (we refer] [added: syrups, and certain finished beverages] to [removed: this part of our business] [added: authorized bottling operations (to which we typically refer] as our [removed: “concentrate operations”); and][added: “bottlers” or our “bottling partners”).]

[removed: Our bottling partners either combine concentrates with still or] sparkling water and sweeteners (depending on the product), or combine syrups with still or sparkling water, to produce finished beverages.

Our finished product operations generate net operating revenues by selling sparkling soft drinks and a variety of other finished beverages to [removed: retailers] [added: retailers,] or to distributors and wholesalers who in turn sell the beverages to retailers.

In the United States, we manufacture fountain syrups and sell them to fountain retailers, who use the fountain syrups to produce beverages for immediate consumption, or to authorized fountain wholesalers or bottling partners who in turn sell [added: and distribute] the fountain syrups to fountain retailers.

Consumers enjoy finished beverage products bearing trademarks owned by or licensed to the Company at a rate of [removed: 2.2 billion servings each day.]

The Coca-Cola system sold [removed: 32.7] [added: 33.3] billion and [removed: 31.3] [added: 32.7] billion unit cases of our products in [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Sparkling soft drinks represented [removed: 69 percent] [added: 69%] of our worldwide unit case volume in both [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Trademark Coca-Cola accounted for [removed: 46 percent] [added: 47%] and [removed: 47 percent] [added: 46%] of our worldwide unit case volume in [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

In [removed: 2022,] [added: 2023,] unit case volume in the United States represented [removed: 17 percent] [added: 16%] of the Company’s worldwide unit case volume.

Of the U.S. unit case volume, [removed: 61 percent] [added: 61%] was attributable to sparkling soft drinks.

Trademark Coca-Cola accounted for [removed: 42 percent] [added: 42%] of U.S. unit case volume.

Unit case volume outside the United States represented [removed: 83 percent] [added: 84%] of the Company’s worldwide unit case volume in [removed: 2022.][added: 2023.]

The countries outside the United States in which our unit case volumes were the largest were Mexico, China, Brazil and India, which together accounted for [removed: 32 percent] [added: 33%] of our worldwide unit case volume.

Of the non-U.S. unit case volume, [removed: 70 percent] [added: 70%] was attributable to sparkling soft drinks.

Trademark Coca-Cola accounted for [removed: 47 percent] [added: 48%] of non-U.S. unit case volume.

Our five largest independent bottling partners based on unit case volume in [removed: 2022] [added: 2023] were as follows:

- Coca-Cola FEMSA, S.A.B. de C.V. (“Coca-Cola FEMSA”), which has bottling and distribution operations in Mexico (a substantial part of central Mexico, [removed: including Mexico City,] as well as southeast and northeast Mexico), [removed: Guatemala (most of the country),] [added: Guatemala,] Colombia (most of the country), Nicaragua, Costa Rica, Panama, Venezuela, Uruguay, Brazil (a major part of the states of São Paulo and Minas Gerais; the states of Mato Grosso do Sul, [removed: Paraná] [added: Paraná, Rio Grande do Sul,] and Santa Catarina; and part of the states of [removed: Rio Grande do Sul,] Goiás and Rio de Janeiro), and Argentina (federal capital of Buenos Aires and surrounding areas);

- Swire Coca-Cola Limited, which [removed: as of December 31, 2022 had] [added: has] bottling and distribution operations in 11 provinces and the Shanghai municipality in mainland China, Hong Kong, Taiwan, [removed: Cambodia] [added: Cambodia, Vietnam] and territories in 13 states in the western United States.

In [removed: 2022,] [added: 2023,] these five bottling partners combined represented [removed: 42 percent] [added: 42%] of our total worldwide unit case volume.

In the United States, the Company has [removed: authorized] [added: established a wholly owned, indirect, firewalled subsidiary, which authorizes] alcohol-licensed third parties to use certain of our trademarks and related intellectual property on alcohol beverages that contain Company beverage bases.

Competitive products include all [removed: flavored] alcohol [added: ready-to-drink] beverages containing various alcohol bases.

Other significant competitors include, but are not limited to, Nestlé S.A., Keurig Dr Pepper Inc., Danone S.A., Suntory Beverage & Food Limited, [removed: Unilever,] AB InBev, Kirin Holdings, Heineken N.V., Diageo and Red Bull GmbH.

[added: Our competitive challenges include strong competitors in all geographic regions; in many countries, a concentrated] retail sector with powerful buyers able to freely choose among Company products, products of competitive beverage suppliers and individual retailers’ own store or private-label beverage brands; new industry entrants; and dramatic shifts in consumer shopping methods and patterns due to a rapidly evolving digital landscape.

We and our bottling partners use various ingredients in our business, including high fructose corn syrup (“HFCS”), sucrose, aspartame, acesulfame potassium, sucralose, saccharin, cyclamate, steviol glycosides, ascorbic acid, citric acid, phosphoric acid, caffeine and caramel color; other raw materials such as [removed: coffee,] orange and other fruit juice and juice [removed: concentrates; packaging materials such as polyethylene terephthalate (“PET”), bio-based PET and recycled PET for bottles; and aluminum cans, glass bottles] [added: concentrates, milk,] and [removed: other containers.]

CCBSS is a limited liability company that is owned by authorized Coca-Cola bottlers doing business in the United [removed: States.][added: States and Canada.]

Among other things, CCBSS provides procurement services to our North American operations and to our U.S. [added: and Canadian] bottling partners for the purchase of various goods and services, including HFCS.

Our Company owns numerous patents, copyrights, trade secrets and other know-how and technology, which we collectively refer to [removed: in this report] as “technology.” This technology generally relates to beverage products and the processes for their production; packages and packaging materials; design and operation of processes and equipment useful for our business; and [added: certain software.]

[removed: Pursuant to our bottler’s agreements, we] authorize our bottlers to use applicable Company trademarks in connection with their preparation, packaging, distribution and sale of Company products.

In the United States, the safety, production, [added: storage,] transportation, distribution, advertising, [added: marketing,] labeling and sale of our Company’s products and their ingredients are subject to the Federal Food, Drug, and Cosmetic Act; the Federal Trade Commission Act; the Lanham Act; state consumer protection laws; various federal and state laws and regulations governing competition and trade practices, including the Robinson-Patman Act of 1936, as amended, and the Clayton Antitrust Act of 1914, as amended; federal, state and local workplace health and safety laws; various [added: federal and state laws and regulations governing our employment practices, including those related to equal employment opportunity and compensation; various] federal, state and local environmental protection laws; privacy and personal data protection laws; and various other federal, state and local statutes and regulations.

All of our Company’s facilities and other operations in the United States and elsewhere around the world are subject to various environmental protection statutes and regulations, including those relating to the use [added: and treatment] of water resources, discharge of wastewater and air emissions.

In addition, increasing concern over climate change is expected to continue to result in additional legal or regulatory requirements (both inside and outside the United States) designed to reduce or mitigate the effects of carbon dioxide and other greenhouse gas emissions on the environment, to discourage the use of plastic materials, to [removed: limit or impose additional costs on commercial water use due to local water scarcity concerns, or to expand disclosure of certain sustainability metrics.]

[added: We have made, and plan on continuing to make, expenditures] necessary to comply with applicable environmental laws and regulations and to make progress toward achieving our sustainability goals.

We are also subject to various federal, state and international laws and regulations related to cybersecurity, privacy and data protection, including the European Union’s General Data Protection Regulation, China’s Personal Information Protection [removed: Law,] [added: Law and] the California Consumer Privacy Act of [removed: 2018,] [added: 2018 (“CCPA”),] which became effective on January 1, 2020, as amended by the California Privacy Rights [removed: Act, which became effective on January 1, 2023, the Virginia Consumer Data Protection Act,] [added: Act (“CPRA”),] which became effective on January 1, [removed: 2023, and privacy laws in Colorado, Connecticut and Utah, which are slated to take effect during] 2023.

In addition, the [removed: Committee on Directors and] Corporate Governance [added: and Sustainability Committee] of our Board of Directors oversees succession planning and talent development for our senior executives.

As of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] our Company had approximately [removed: 82,500] [added: 79,100] and [removed: 79,000] [added: 82,500] employees, respectively, of which approximately 9,000 [removed: and 9,400, respectively,] were located in the United States.

As of December 31, [removed: 2022,] [added: 2023,] approximately [removed: 600] [added: 400] employees in North America were covered by collective bargaining agreements.

Our Company operates in two lines of business: concentrate operations and finished product operations.

Our bottling partners either combine concentrates with still or

The Company has also directly entered the alcohol beverage category in numerous markets outside the United States.

The Company’s approach in alcohol focuses on three segments of alcohol ready-to-drink beverages: hard seltzers (e.g., Topo Chico Hard Seltzer), hard alternatives (e.g., Lemon-Dou) and pre-mixed cocktails (e.g., Jack Daniel’s & Coca-Cola).

2.2 billion servings each day.

In the United States, the Company has established a wholly owned, indirect, firewalled subsidiary, which authorizes alcohol-licensed third parties to use certain of our trademarks and related intellectual property on alcohol beverages that contain Company beverage bases.

coffee; packaging materials such as polyethylene terephthalate (“PET”), bio-based PET and recycled PET for bottles; and aluminum cans, glass bottles and other containers.

Milk is the principal raw material for our dairy products.

We derive the majority of our dairy revenues through fairlife, LLC (“fairlife”), which purchases milk from dairy cooperatives that in turn source milk from farms within the cooperatives.

While our sourcing for milk is currently concentrated among a few dairy cooperatives, we believe we have access to alternate suppliers, if necessary, to help ensure an adequate supply of milk.

Pursuant to our bottler’s agreements, we

We are also required to comply with the Foreign Corrupt Practices Act and the Trade Sanctions Reform and Export Enhancement Act.

Various jurisdictions have adopted, and may seek to adopt, significant additional product labeling or warning requirements or limitations on the marketing or sale of our products because of what they contain or allegations that they cause adverse health effects.

If these types of requirements become applicable to one or more of our products under current or future environmental or health laws or regulations, they may inhibit sales of such products or make it necessary for us to reformulate certain of our products.

limit or impose additional costs on commercial water use due to local water scarcity concerns, or to expand disclosure of certain sustainability metrics.

In addition to California, at least 12 other states in the United States have passed comprehensive privacy laws similar to the CCPA and the CPRA.

These laws are either in effect or will go into effect sometime before the end of 2026, and we expect other states to consider adopting similar laws in the future.

Like the CCPA and the CPRA, these laws create, or are expected to create, obligations related to the processing of personal information, as well as special obligations for the processing of “sensitive” data.

Some of the provisions of these laws may apply to our business activities.

The U.S. Congress has also considered legislation relating to data privacy and data protection, and the U.S. federal government may in the future pass such legislation.

For additional information, refer to Part I, “Item IA.

Risk Factors” of this report.

The decrease in the total number of employees was primarily due to 2023 refranchising activity.

We have publicly announced our 2030 aspirations to reflect the markets we serve, including, for example, to be 50% led by women globally.

aspirations.

When appropriate, we make adjustments.

For example, our Performance Enablement and

Our Company markets, manufactures and sells:

- finished sparkling soft drinks and other beverages (we refer to this part of our business as our “finished product operations”).

Our concentrate operations typically generate net operating revenues by selling concentrates, syrups and certain finished beverages to authorized bottling operations (to which we typically refer as our “bottlers” or our “bottling partners”).

Swire Coca-Cola Limited acquired our bottling and distribution operations in Vietnam in January 2023.

The aggregate amount provided by our Company to bottlers, resellers and other customers of our Company’s products, principally for participation in promotional and marketing programs, was $4.8 billion in 2022.

Our competitive challenges include strong competitors in all geographic regions; in many countries, a concentrated

certain software.

We have made, and plan on continuing to make, expenditures

The increase in the total number of employees was primarily due to Costa opening new retail stores as well as the existing Costa retail stores requiring additional staff to meet increased demand, partially offset by the impact of refranchising our bottling operations in Cambodia.

We have publicly announced our 2030 aspirations to be 50 percent led by women globally, and in the United States, to reflect the U.S. Census racial and ethnic representation at all job grade levels.

Our Global Women’s Leadership Council, composed of ten senior leaders, focuses on accelerating the development and promotion of women into roles of increasing responsibility and influence.

When appropriate, we adjust base pay.

Cleaver-Brooks, a division of Aqua-Chem, manufactured boilers, some of [added: which contained asbestos gaskets.]

[removed: The action also sought a monetary] judgment reimbursing any amounts paid by the plaintiffs in excess of their obligations.

The judgment directs, among other things, that each insurer whose policy is triggered is jointly and severally liable for [removed: 100 percent] [added: 100%] of Aqua-Chem’s losses up to policy limits.

To resolve the same transfer pricing issue for the tax years 1987 through 1995, the Company and the IRS had agreed in 1996 on an arm’s-length methodology for determining the amount of U.S. taxable income that the U.S. parent company would report as [added: compensation from its foreign licensees.]

The September 17, [removed: 2015] [added: 2015,] Notice from the IRS retroactively rejected the previously agreed-upon methodology for the 2007 through 2009 tax years in favor of an entirely different methodology, without prior notice to the Company.

In doing so, we consulted with outside advisors, and we reviewed and considered relevant laws, rules, and regulations, including, but not limited to, the [removed: Opinion] [added: Opinions] and relevant caselaw.

In addition, we considered a number of alternative transfer pricing methodologies, including the methodology asserted by the IRS and affirmed in the [removed: Opinion] [added: Opinions] (“Tax Court Methodology”), that could be applied by the courts upon final resolution of the litigation.

As a result of this analysis, we recorded a tax reserve of $438 million during the year ended December 31, 2020 related to the application of the resulting methodologies as well as the different tax treatment applicable to dividends originally paid to the U.S. parent company by its foreign licensees, in reliance upon the Closing Agreement, that would be recharacterized as royalties in accordance with the [removed: Opinion] [added: Opinions] and the Company’s analysis.

The Company’s conclusion that it is more likely than not the Company’s tax positions will ultimately be sustained on appeal is unchanged as of December 31, [removed: 2022.][added: 2023.]

However, we updated our calculation of the methodologies we believe the federal courts [added: could ultimately order to be used in calculating the Company’s tax.]

As a result of the application of the required probability analysis to these updated calculations and the accrual of interest through the current reporting period, we updated our tax reserve as of December 31, [removed: 2022] [added: 2023] to [removed: $423] [added: $439] million.

While the Company strongly disagrees with the IRS’ positions and the portions of the [removed: Opinion] [added: Opinions] affirming such positions, it is possible that some portion or all of the adjustment proposed by the IRS and sustained by the Tax Court could ultimately be upheld.

In that event, the Company would likely be subject to significant additional liabilities for tax years 2007 through 2009, and potentially also for subsequent years, which could have a material adverse impact on the Company’s financial position, results of [removed: operations,] [added: operations] and cash flows.

The Company calculated the potential impact of applying the Tax Court Methodology to reallocate income from foreign licensees potentially covered within the scope of the [removed: Opinion,] [added: Opinions,] assuming such methodology were to be ultimately upheld by the [removed: courts, and the IRS were to decide to apply that methodology to subsequent years, with consent of the federal courts.]

This impact would include taxes and interest accrued through December 31, [removed: 2022] [added: 2023] for the 2007 through 2009 litigated tax years and for subsequent tax years from 2010 through [removed: 2022.][added: 2023.]

The Company estimates that the potential aggregate incremental tax and interest liability could be approximately [removed: $14] [added: $16] billion as of December 31, [removed: 2022.][added: 2023.]

We currently project the continued application of the Tax Court Methodology in future years, assuming similar facts and circumstances as of December 31, [removed: 2022,] [added: 2023,] would result in an incremental annual tax liability that would increase the Company’s effective tax rate by approximately [removed: 3.5 percent.][added: 3.5%.]

The Company will have 90 days thereafter to file a notice of appeal to the U.S. Court of Appeals for the Eleventh [removed: Circuit and pay the tax liability and interest related to the 2007 through 2009 tax years.][added: Circuit.]

The Company currently estimates that the payment to be made at that time related to the 2007 through 2009 tax years, which is included in the above estimate of the potential aggregate incremental tax and interest liability, would be approximately [removed: $5.2] [added: $5.8] billion (including interest accrued through December 31, [removed: 2022),] [added: 2023),] plus any additional interest accrued through the time of payment.

Some or all of this [removed: amount] [added: amount, plus accrued interest,] would be refunded if the Company were to prevail on appeal.

The action also sought a monetary

On November 8, 2023, the Tax Court issued a supplemental opinion, siding with the IRS in concluding both that the blocked-income regulations apply to the Company’s operations and that the Tax Court opinion in *3M Co. & Subs.

Commissioner* (February 9, 2023) controlled as to the validity of those regulations.

courts, and the IRS were to decide to apply that methodology to subsequent years, with consent of the federal courts.

The Company and the IRS are now in the process of agreeing on the tax impacts of the Opinions.

Subsequent to the completion of this process, the Tax Court will render a decision in the case.

The IRS will then seek to collect, and the Company expects to pay, any additional tax related to the 2007 through 2009 tax years reflected in the Tax Court decision (and interest thereon).

which contained asbestos gaskets.

compensation from its foreign licensees.

The Tax Court reserved ruling on the effect of Brazilian legal restrictions on the payment of royalties by the Company’s licensee in Brazil until after the Tax Court issues its opinion in the separate case of 3M Co. & Subs.

Commissioner, T.C. Docket No. 5816-13 (filed March 11, 2013).

The Tax Court issued its opinion in 3M Co.’s case (“3M Co. opinion”) on February 9, 2023.

Once the Tax Court completes its analysis of the application of the 3M Co. opinion to the Company’s case, the Company expects the Tax Court to render another opinion, and ultimately a final decision, in the Company’s case.

could ultimately order to be used in calculating the Company’s tax.

The Company does not know when the Tax Court will issue its opinion regarding the effect of Brazilian legal restrictions on the payment of royalties by the Company’s licensee in Brazil for the 2007 through 2009 tax years.

After the Tax Court issues its opinion on the Company’s Brazilian licensee, the Company and the IRS will be provided time to agree on the tax impact, if any, of both opinions, after which the Tax Court would render a final decision in the case.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

[removed: ][added: ]

The aggregate market value of the common equity held by non-affiliates of the Registrant (assuming for these purposes, but without conceding, that all executive officers and Directors are “affiliates” of the Registrant) as of [removed: July 1, 2022,] [added: June 30, 2023,] the last business day of the Registrant’s most recently completed second fiscal quarter, was [removed: $276,302,826,050] [added: $258,329,040,018] (based on the closing sale price of the Registrant’s Common Stock on that date as reported on the New York Stock Exchange).

The number of shares outstanding of the Registrant’s Common Stock as of February [removed: 17, 2023] [added: 16, 2024] was [removed: 4,326,691,783.][added: 4,312,456,168.]

Portions of the Company’s Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting of Shareowners are incorporated by reference in Part III.

| | | | [Forward-Looking [removed: Statements](#i11a8acba758b424e8f2f8c2d3090367b_10)] [added: Statements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_10)] | | | [removed: [2](#i11a8acba758b424e8f2f8c2d3090367b_10)] [added: [2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_10)] | | |

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| [Item 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023)[C](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023)[.](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | | [Cybersecurity](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | | [26](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2023) | | |

| | | | [Signatures](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_232) | | | [139](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_232) | | |

| | | | [Signatures](#i11a8acba758b424e8f2f8c2d3090367b_232) | | | [140](#i11a8acba758b424e8f2f8c2d3090367b_232) | | |

Cybersecurity Risk Management and Strategy

We face various cyber risks, including, but not limited to, risks related to unauthorized access, misuse, data theft, computer viruses, system disruptions, ransomware, malicious software and other intrusions.

We utilize a multilayered, proactive approach to identify, evaluate, mitigate and prevent potential cyber and information security threats through our cybersecurity risk management program.

Our cybersecurity risk management program is integrated into our broader Enterprise Risk Management (“ERM”) program, which is designed to identify, assess, prioritize and mitigate risks across the organization to enhance our resilience and support the achievement of our strategic objectives.

This integrated approach helps ensure that cyber risks are not viewed in isolation, but are assessed, prioritized and managed in alignment with the Company’s operational, financial and strategic risks, assisting the Company in more effectively managing interdependencies among risks and enhancing risk mitigation strategies.

We devote significant resources to protecting the security of our computer systems, software, networks and other technology assets.

Our efforts are designed to adapt with the evolution of information security risks and appropriate best practices and include physical, administrative and technical safeguards.

Our practices are generally developed from, and benchmarked against, recognized cybersecurity frameworks, such as the National Institute of Standards and Technology Cybersecurity Framework.

Our newly acquired businesses and consolidated bottling operations maintain separate cybersecurity programs and processes that may differ in scope and complexity from the Company’s overall cybersecurity programs and processes.

However, for all consolidated entities, our cybersecurity risk management program is designed to help coordinate the Company’s identification of, response to and recovery from, cybersecurity incidents and includes processes to triage, assess the severity of, escalate, contain, investigate and remediate incidents, as well as to comply with applicable legal obligations.

Our internal audit team assesses the effectiveness of our internal controls relating to cybersecurity.

Our management team also engages certain outside advisors and consultants to assist in the identification, oversight, evaluation and management of cybersecurity risks on a regular basis, as well as to advise on specific topics.

For example, we conduct tests that help discover potential vulnerabilities, including external penetration testing and tabletop and other exercises, to evaluate our core information systems and cybersecurity practices that enable improved decision-making and prioritization, as well as to promote monitoring and reporting across compliance functions.

As part of our overall risk mitigation strategy, the Company also maintains cyber insurance coverage; however, such insurance may not be sufficient in type or amount to cover us against claims related to security breaches, cyberattacks and other related breaches.

In order to oversee and identify risks from cybersecurity threats associated with the Company’s independent bottling partners, distributors, wholesalers, retailers and other business partners, as well as our use of third-party service providers, we maintain a third-party risk management program designed to help protect against the misuse of information technology.

We have various processes and procedures to evaluate cybersecurity threats associated with third parties, including requiring key third-party service providers to complete initial and periodic security assessments.

In addition, our Global Chief Information Security Officer (“CISO”) and other senior leaders regularly meet with key bottling partners to discuss cybersecurity risks and

mitigation programs in order to advance risk management capabilities and proactively share cybersecurity guidelines and best practices.

We have not identified any cybersecurity threats that have materially affected or are reasonably likely to materially affect our business strategy, results of our operations, or financial condition.

However, we have been the target of cyber attacks and expect them to continue as cybersecurity threats have been rapidly evolving in sophistication and becoming more prevalent in the industry.

We cannot eliminate all risks from cybersecurity threats or provide assurances that we have not experienced an undetected cybersecurity incident in the past or that we will not experience such an incident in the future.

For more information on the risks from cybersecurity threats that we face, refer to Part I, “Item 1A.

Risk Factors.”

Cybersecurity Governance and Oversight

The Company’s cybersecurity risk management program is supervised by our CISO, who reports directly to the Company’s Chief Information Officer (“CIO”).

The CISO and his team are responsible for leading enterprise-wide cybersecurity strategy, policy, standards, architecture and processes.

Our current CISO received his Master of Business Administration degree from Columbia University and has over 20 years of cybersecurity experience, including relevant prior senior leadership positions held with three other large companies.

The CISO chairs the Company’s Cybersecurity Oversight Council, a cross-functional management committee that drives awareness, ownership and alignment across broad governance and risk stakeholder groups for effective cybersecurity risk management.

The Cybersecurity Oversight Council is sponsored by the Company’s Global General Counsel and CIO and is composed of senior leaders from our privacy, legal, information technology, cybersecurity, internal audit and global security and asset protection functions, among others.

Subject matter experts are also invited, as appropriate.

The Cybersecurity Oversight Council meets at least quarterly and has responsibility for oversight and validation of the Company’s cybersecurity strategic direction, risks and threats, priorities, resource allocation, capabilities and planning.

The Cybersecurity Oversight Council acts in alignment with the Company’s Risk Steering Committee, another cross-functional management committee, which provides strategic direction and oversight over the Company’s ERM program.

The CISO and his team, as well as the Cybersecurity Oversight Council, are informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents in accordance with the Company’s cyber incident response plan.

The Audit Committee of the Board of Directors is charged with oversight of cybersecurity matters and receives regular reports from the CISO and the CIO on, among other things, the Company’s cyber risks and threats, the status of projects to strengthen the Company’s information security systems, assessments of the Company’s security program and the emerging threat landscape.

In accordance with our cyber incident response plan, the Audit Committee is promptly informed by management of cybersecurity incidents with the potential to materially adversely affect the Company or its information systems and is regularly updated about incidents with lesser impact potential.

The Chair of the Audit Committee regularly briefs the full Board on these matters.

In addition, the Board also periodically receives cybersecurity updates directly from management.

In an effort to detect and defend against cyber threats, the Company annually provides its employees with various cybersecurity and data protection training programs.

These programs cover timely and relevant topics, including social engineering, phishing, password protection, confidential data protection, asset use and mobile security, and educate employees on the importance of reporting all incidents promptly to the Company’s centrally managed cyber defense and security operations.

The following table summarizes our principal production facilities, distribution and storage facilities, and retail stores by operating segment and Corporate as of December 31, [removed: 2022:][added: 2023:]

| Europe, Middle East & Africa | | | 5 | | | — | | | | | | 2 | | | — | | | | | | 7 | | | [removed: 26] [added: 27] | | | | | | — | | | 13 | | |

| Latin America | | | 5 | | | — | | | | | | — | | | — | | | | | | 2 | | | [removed: 4] [added: 6] | | | | | | — | | | — | | |

| North America | | | [removed: 11] [added: 10] | | | — | | | | | | [removed: 5] [added: 6] | | | [removed: 4] [added: 3] | | | | | | — | | | [removed: 35] [added: 39] | | | | | | — | | | 5 | | |

| Asia Pacific | | | 7 | | | — | | | | | | [removed: —] [added: 3] | | | — | | | | | | [removed: 2] [added: 3] | | | [removed: 1] [added: 4] | | | | | | — | | | — | | |

| Global Ventures | | | 1 | | | — | | | | | | 2 | | | — | | | | | | — | | | [removed: 9] [added: 8] | | | | | | — | | | [removed: 1,618] [added: 1,575] | | |

However, management believes [added: that, with the exception of certain dairy products] that [added: require specialized equipment,] additional production can be achieved at the existing facilities by adding personnel and capital equipment or, at some facilities, by adding shifts of personnel or expanding the facilities.

| Bottling Investments | | | — | | | — | | | | | | 81 | | | 4 | | | | | | 104 | | | 112 | | | | | | — | | | — | | |

| Total | | | 31 | | | — | | | | | | 94 | | | 7 | | | | | | 116 | | | 201 | | | | | | — | | | 1,593 | | |

The Company is in the process of increasing our dairy production capacity.

| Bottling Investments | | | — | | | — | | | | | | 84 | | | 4 | | | | | | 105 | | | 118 | | | | | | — | | | — | | |

| Total | | | 32 | | | — | | | | | | 93 | | | 8 | | | | | | 116 | | | 198 | | | | | | — | | | 1,636 | | |

The following are the executive officers of our Company as of February [removed: 21, 2023:][added: 20, 2024:]

| Manuel Arroyo | | | | | | [removed: 55] [added: 56] | | | | | | [added: Executive Vice President since January 2024. Global] Chief Marketing Officer since January 2020 and, prior to that, President of the Asia Pacific Group from January 2019 to December 2020. President of the Mexico business unit from July 2017 to December 2018, and prior to that, General Manager for Iberia from February 2017. Prior to rejoining the Company in February 2017, Chief Executive Officer of Deoleo, S.A., a Spanish multinational olive oil processing company, from May 2015 to September 2016, and Senior Vice President and President, Asia Pacific, of S.C. Johnson & Son, Inc., a multinational consumer product manufacturer, from September 2014 to May 2015. President of the Company’s ASEAN business unit from 2010 to August 2014. | | |

| Henrique Braun | | | | | | [removed: 54] [added: 55] | | | | | | [added: Executive Vice President since January 2024 and] President, International Development, with oversight of seven of the Company’s operating units, since January [removed: 2023, and prior to that,] [added: 2023.] President of the Latin America operating unit from October [removed: 2020.] [added: 2020 to December 2022.] President of the Brazil business unit from September 2016 to September 2020, and President of the Greater China and Korea business unit from April 2013 to August 2016. | | |

| Lisa Chang | | | | | | [removed: 54] [added: 55] | | | | | | [removed: Senior] [added: Executive] Vice President [added: since January 2024] and [added: Global] Chief People Officer since March 2019 when she joined the Company. [removed: Prior] [added: Senior Vice President from March 2019] to [removed: that,] [added: December 2023.] Senior Vice President and Chief Human Resources Officer for AMB Group LLC, which is the investment management and shared services arm of The Blank Family of Businesses, from 2014 through 2018. Prior to joining AMB Group LLC, Vice President of Human Resources for International at Equifax Inc. from 2013 through 2014, where she led human resources for all of its global locations. | | |

| Monica Howard Douglas | | | | | | [removed: 50] [added: 51] | | | | | | [removed: Senior] [added: Executive] Vice President [added: since January 2024] and [added: Global] General Counsel since April [removed: 2021, and prior] [added: 2021. Senior Vice President from April 2021] to [removed: that,] [added: December 2023, and] Chief Compliance Officer and Associate General Counsel of the North America operating unit from January [removed: 2018.] [added: 2018 to April 2021.] Legal Director for the Southern and East Africa business unit from September 2013 to December 2017, and Vice President of Supply Chain and Consumer Affairs and Senior Managing Counsel, Coca-Cola Refreshments, from 2008 to September 2013. | | |

| Nikolaos Koumettis | | | | | | [removed: 58] [added: 59] | | | | | | [removed: President of the] [added: President,] Europe operating unit since January 2021, and prior to that, President of the Europe, Middle East and Africa Group from January 2019. President of the Central and Eastern Europe business unit from April 2016 to December 2018, and President of the Central and Southern Europe business unit from April 2011 to April 2016. | | |

| Jennifer K. Mann | | | | | | [removed: 50] [added: 51] | | | | | | [added: Executive Vice] President [removed: of the] [added: since January 2024 and President,] North America operating unit since January [removed: 2023 and] [added: 2023.] Senior Vice President [removed: since] [added: from] May [removed: 2017.] [added: 2017 to December 2023.] President, Global Ventures from January 2019 to December 2022, Chief People Officer from May 2017 to March 2019, and Chief of Staff for James Quincey, then President and Chief Operating Officer and later Chief Executive Officer, from October 2015 to October 2018. Vice President and General Manager of Coca-Cola Freestyle from June 2012 to October 2015. | | |

| John Murphy | | | | | | [removed: 61] [added: 62] | | | | | | President since October 2022 and Chief Financial Officer since March 2019. Executive Vice President from March 2019 to September 2022, and prior to that, Senior Vice President and Deputy Chief Financial Officer from January 2019 to March 2019. President of the Asia Pacific Group from August 2016 to December 2018, and President of the South Latin business unit from January 2013 to August 2016. | | |

| Beatriz Perez | | | | | | [removed: 53] [added: 54] | | | | | | [removed: Senior] [added: Executive] Vice President [added: since January 2024] and [added: Global] Chief Communications, Sustainability and Strategic Partnerships Officer since May 2017. [added: Senior Vice President from May 2017 to December 2023.] Served as the Company’s first Chief Sustainability Officer from July 2011 to April 2017, and as Vice President, Global Partnerships and Licensing, Retail and Attractions from July 2016 to April 2017. Chair of The Coca-Cola Foundation, Inc., the Company’s primary international philanthropic arm, since October 2017. | | |

| Bruno Pietracci | | | | | | [removed: 48] [added: 49] | | | | | | [removed: President of the] [added: President,] Latin America operating unit since February 2023, and prior to that, President of the Africa operating unit from January 2021 to January 2023. President of the Africa and Middle East business unit from February 2020 to December 2020, President of the South and East Africa business unit from July 2018 to January 2020, and Vice President of operations for the Europe, Middle East and Africa Group from November 2016 to June 2018. | | |

| Nancy Quan | | | | | | [removed: 56] [added: 57] | | | | | | [removed: Senior] [added: Executive] Vice President since January [removed: 2019.] [added: 2024, and prior to that, Senior Vice President from January 2019 to December 2023. Global] Chief Technical and Innovation Officer since February 2021, [removed: and prior to that,] Chief Technical Officer from January [removed: 2019,] [added: 2019 to February 2021,] and Chief Technical Officer of Coca-Cola North America from July [removed: 2016.] [added: 2016 to December 2018.] Global R&D Officer from January 2012 to July 2016. | | |

| James Quincey | | | | | | [removed: 58] [added: 59] | | | | | | Chairman of the Board of Directors since April 2019 and Chief Executive Officer since May 2017. Elected to the Board of Directors in April 2017. President from August 2015 to December 2018, and Chief Operating Officer from August 2015 to April 2017. | | |

| | | | | | | | | | | | | | | |

| Brian Smith | | | | | | 67 | | | | | | Senior Executive since October 2022, and prior to that, President and Chief Operating Officer from January 2019. President of the Europe, Middle East and Africa Group from August 2016 to December 2018, and President of the Latin America Group from January 2013 to August 2016. Mr. Smith will retire from the Company on February 28, 2023. | | |

As of February [removed: 17, 2023,] [added: 16, 2024,] there were [removed: 187,325] [added: 182,362] shareowner accounts of record.

The information under the subheading “Equity Compensation Plan Information” under the principal heading “Compensation” in the Company’s Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting of Shareowners (“Company’s [removed: 2023] [added: 2024] Proxy Statement”), to be filed with the SEC, is incorporated herein by reference.

During the year ended December 31, [removed: 2022,] [added: 2023,] no equity securities of the Company were sold by the Company that were not registered under the Securities Act of 1933, as amended.

The following table presents information with respect to purchases of common stock of the Company made during the three months ended December 31, [removed: 2022] [added: 2023] by the Company or any “affiliated purchaser” of the Company as defined in Rule 10b-18(a)(3) under the Exchange Act:

Comparison of Five-Year Cumulative Total Shareowner [removed: Return][added: Return Among The Coca-Cola Company,]

the Dow Jones [added: U.S.] Food & Beverage Total Return Index and the S&P 500 Index

[removed: ][added: ]

| December 31, | | | [removed: 2017 | | |] 2018 | | | 2019 | | | 2020 | | | 2021 | | | [removed: 2022] [added: 2022] | | | [added: 2023 | | |]

| Dow Jones [added: U.S.] Food & Beverage Total Return Index | | | 100 | | | [removed: 92] [added: 125] | | | [removed: 115] [added: 135] | | | [removed: 124] [added: 153] | | | [removed: 141] [added: 165] | | | [removed: 151] [added: 158] | | |

The total shareowner return is based on a $100 investment on December 31, [removed: 2017] [added: 2018] and assumes that dividends were reinvested on the day of issuance.

| September 30, 2023 through October 27, 2023 | | | 2,660,342 | | | | | | $ | 55.28 | | 2,660,200 | | | | | | 119,149,975 | | |

| October 28, 2023 through November 24, 2023 | | | 8,576,806 | | | | | | 57.02 | | | 8,576,806 | | | | | | 110,573,169 | | |

| November 25, 2023 through December 31, 2023 | | | 7,731,904 | | | | | | 58.70 | | | 7,721,097 | | | | | | 102,852,072 | | |

| Total | | | 18,969,052 | | | | | | $ | 57.46 | | 18,958,103 | | | | | | | | |

| The Coca-Cola Company | | | $ | 100 | | $ | 121 | | $ | 124 | | $ | 138 | | $ | 152 | | $ | 145 | |

| S&P 500 Index | | | 100 | | | 131 | | | 156 | | | 200 | | | 164 | | | 207 | | |

| October 1, 2022 through October 28, 2022 | | | 2,142 | | | | | | $ | 55.18 | | — | | | | | | 139,705,526 | | |

| October 29, 2022 through November 25, 2022 | | | — | | | | | | — | | | — | | | | | | 139,705,526 | | |

| November 26, 2022 through December 31, 2022 | | | 94,298 | | | | | | 63.46 | | | — | | | | | | 139,705,526 | | |

| Total | | | 96,440 | | | | | | $ | 63.28 | | — | | | | | | | | |

Among The Coca-Cola Company, the Prior Peer Group,

| The Coca-Cola Company | | | $ | 100 | | $ | 107 | | $ | 129 | | $ | 132 | | $ | 147 | | $ | 163 | |

| Prior Peer Group | | | 100 | | | 81 | | | 101 | | | 109 | | | 126 | | | 136 | | |

| S&P 500 Index | | | 100 | | | 96 | | | 126 | | | 149 | | | 192 | | | 157 | | |

To better align with the Company’s direct competitors, the Company has chosen to change the peer group for the performance graph above.

A self-constructed peer group (“Prior Peer Group”), which consisted of the companies included in the Dow Jones Food & Beverage Index (from which the Company has been excluded) and the Dow Jones Tobacco Index, was replaced with the Dow Jones Food & Beverage Total Return Index.

Accordingly, the performance graph presents the total shareowner return for both the Prior Peer Group and the Dow Jones Food & Beverage Total Return Index.

In 2022, the Prior Peer Group consisted of the following companies: Altria Group, Inc., Archer Daniels Midland Company, The Boston Beer Company, Inc., Brown-Forman Corporation, Bunge Limited, Campbell Soup Company, Celsius Holdings, Inc., ConAgra Brands, Inc., Constellation Brands, Inc., Darling Ingredients Inc., Flowers Foods, Inc., General Mills, Inc., The Hershey Company, Hormel Foods Corporation, Ingredion Incorporated, Kellogg Company, Keurig Dr Pepper Inc., The Kraft Heinz Company, Lamb Weston Holdings, Inc., Lancaster Colony Corporation, McCormick & Company, Incorporated, Molson Coors Brewing Company, Mondelēz International, Inc., Monster Beverage Corporation, National Beverage Corp., PepsiCo, Inc., Performance Food Group Company, Philip Morris International Inc., Pilgrim’s Pride Corporation, Post Holdings, Inc., Seaboard Corporation, The J.M. Smucker Company, Tyson Foods, Inc. and US Foods Holding Corp.

Companies included in the Dow Jones Food & Beverage Index and the Dow Jones Tobacco Index change periodically.

As a result, in 2022, Celsius Holdings, Inc. was added to the Prior Peer Group, and Beyond Meat, Inc., Freshpet Inc., The Hain Celestial Group, Inc. and Herbalife Nutrition Ltd. were removed from the Prior Peer Group.

| [Consolidated Statements of [removed: Income](#i11a8acba758b424e8f2f8c2d3090367b_103)] [added: Income](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_103)] | | | | | | | | | [removed: [61](#i11a8acba758b424e8f2f8c2d3090367b_103)] [added: [61](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_103)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i11a8acba758b424e8f2f8c2d3090367b_106)] [added: Income](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_106)] | | | | | | | | | [removed: [62](#i11a8acba758b424e8f2f8c2d3090367b_106)] [added: [62](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_106)] | | |

| [Consolidated Balance [removed: Sheets](#i11a8acba758b424e8f2f8c2d3090367b_109)] [added: Sheets](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_109)] | | | | | | | | | [removed: [63](#i11a8acba758b424e8f2f8c2d3090367b_109)] [added: [63](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_109)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i11a8acba758b424e8f2f8c2d3090367b_112)] [added: Flows](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_112)] | | | | | | | | | [removed: [64](#i11a8acba758b424e8f2f8c2d3090367b_112)] [added: [64](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_112)] | | |

| [Consolidated Statements of Shareowners’ [removed: Equity](#i11a8acba758b424e8f2f8c2d3090367b_115)] [added: Equity](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_115)] | | | | | | | | | [removed: [65](#i11a8acba758b424e8f2f8c2d3090367b_115)] [added: [65](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_115)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i11a8acba758b424e8f2f8c2d3090367b_118)] [added: Statements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_118)] | | | | | | | | | [removed: [66](#i11a8acba758b424e8f2f8c2d3090367b_118)] [added: [66](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_118)] | | |

| | | | [Note [removed: 1](#i11a8acba758b424e8f2f8c2d3090367b_121)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] | | | [Business and Summary of Significant Accounting [removed: Policies](#i11a8acba758b424e8f2f8c2d3090367b_121)] [added: Policies](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] | | | [removed: [66](#i11a8acba758b424e8f2f8c2d3090367b_121)] [added: [66](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_121)] | | |

| | | | [Note [removed: 2](#i11a8acba758b424e8f2f8c2d3090367b_124)] [added: 2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] | | | [Acquisitions and [removed: Divestitures](#i11a8acba758b424e8f2f8c2d3090367b_124)] [added: Divestitures](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] | | | [removed: [72](#i11a8acba758b424e8f2f8c2d3090367b_124)] [added: [72](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_124)] | | |

| | | | [Note [removed: 3](#i11a8acba758b424e8f2f8c2d3090367b_127)] [added: 3](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] | | | [Net Operating [removed: Revenues](#i11a8acba758b424e8f2f8c2d3090367b_127)] [added: Revenues](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] | | | [removed: [74](#i11a8acba758b424e8f2f8c2d3090367b_127)] [added: [74](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_127)] | | |

| | | | [Note [removed: 4](#i11a8acba758b424e8f2f8c2d3090367b_130)] [added: 4](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130)] | | | [removed: [Investments](#i11a8acba758b424e8f2f8c2d3090367b_130)] [added: [Investments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130)] | | | [removed: [76](#i11a8acba758b424e8f2f8c2d3090367b_130)] [added: [76](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_130)] | | |

| | | | [Note [removed: 5](#i11a8acba758b424e8f2f8c2d3090367b_133)] [added: 5](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] | | | [Hedging Transactions and Derivative Financial [removed: Instruments](#i11a8acba758b424e8f2f8c2d3090367b_133)] [added: Instruments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] | | | [removed: [78](#i11a8acba758b424e8f2f8c2d3090367b_133)] [added: [78](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_133)] | | |

| | | | [Note [removed: 6](#i11a8acba758b424e8f2f8c2d3090367b_136)] [added: 6](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] | | | [Equity Method [removed: Investments](#i11a8acba758b424e8f2f8c2d3090367b_136)] [added: Investments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] | | | [removed: [84](#i11a8acba758b424e8f2f8c2d3090367b_136)] [added: [84](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_136)] | | |

| | | | [Note [removed: 7](#i11a8acba758b424e8f2f8c2d3090367b_139)] [added: 7](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139)] | | | [Intangible [removed: Assets](#i11a8acba758b424e8f2f8c2d3090367b_139)] [added: Assets](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139)] | | | [removed: [86](#i11a8acba758b424e8f2f8c2d3090367b_139)] [added: [84](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_139)] | | |

| | | | [Note [removed: 8](#i11a8acba758b424e8f2f8c2d3090367b_142)] [added: 8](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] | | | [Accounts Payable and Accrued [removed: Expenses](#i11a8acba758b424e8f2f8c2d3090367b_142)] [added: Expenses](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] | | | [removed: [87](#i11a8acba758b424e8f2f8c2d3090367b_142)] [added: [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_142)] | | |

| | | | [removed: [Note 9](#i11a8acba758b424e8f2f8c2d3090367b_145)] [added: [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145) [10](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145)] | | | [removed: [Leases](#i11a8acba758b424e8f2f8c2d3090367b_145)] [added: [Leases](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145)] | | | [removed: [87](#i11a8acba758b424e8f2f8c2d3090367b_145)] [added: [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_145)] | | |

| | | | [Note [removed: 10](#i11a8acba758b424e8f2f8c2d3090367b_148)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)[1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] | | | [Debt and Borrowing [removed: Arrangements](#i11a8acba758b424e8f2f8c2d3090367b_148)] [added: Arrangements](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] | | | [removed: [88](#i11a8acba758b424e8f2f8c2d3090367b_148)] [added: [87](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_148)] | | |

| | | | [Note [removed: 11](#i11a8acba758b424e8f2f8c2d3090367b_151)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)[2](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] | | | [Commitments and [removed: Contingencies](#i11a8acba758b424e8f2f8c2d3090367b_151)] [added: Contingencies](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] | | | [removed: [90](#i11a8acba758b424e8f2f8c2d3090367b_151)] [added: [88](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_151)] | | |

| | | | [Note [removed: 12](#i11a8acba758b424e8f2f8c2d3090367b_154)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)[3](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] | | | [removed: [Stock-](#i11a8acba758b424e8f2f8c2d3090367b_154)[B](#i11a8acba758b424e8f2f8c2d3090367b_154)[ased] [added: [Stock-Based] Compensation [removed: Plans](#i11a8acba758b424e8f2f8c2d3090367b_154)] [added: Plans](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] | | | [removed: [92](#i11a8acba758b424e8f2f8c2d3090367b_154)] [added: [91](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_154)] | | |

| | | | [Note [removed: 13](#i11a8acba758b424e8f2f8c2d3090367b_157)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)[4](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] | | | [Pension and Other Postretirement Benefit [removed: Plans](#i11a8acba758b424e8f2f8c2d3090367b_157)] [added: Plans](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] | | | [removed: [96](#i11a8acba758b424e8f2f8c2d3090367b_157)] [added: [94](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_157)] | | |

| | | | [Note [removed: 14](#i11a8acba758b424e8f2f8c2d3090367b_160)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160)[5](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160)] | | | [Income [removed: Taxes](#i11a8acba758b424e8f2f8c2d3090367b_160)] [added: Taxes](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160)] | | | [removed: [102](#i11a8acba758b424e8f2f8c2d3090367b_160)] [added: [102](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_160)] | | |

[removed: | | | | [Note 15](#i11a8acba758b424e8f2f8c2d3090367b_163) | | | [Other Comprehensive Income](#i11a8acba758b424e8f2f8c2d3090367b_163) | | | [106](#i11a8acba758b424e8f2f8c2d3090367b_163) | | |][added: NOTE 16: OTHER COMPREHENSIVE INCOME]

[removed: | | | | [Note 16](#i11a8acba758b424e8f2f8c2d3090367b_166) | | | [Fair Value Measurements](#i11a8acba758b424e8f2f8c2d3090367b_166) | | | [109](#i11a8acba758b424e8f2f8c2d3090367b_166) | | |][added: NOTE 17: FAIR VALUE MEASUREMENTS]

[removed: | | | | [Note 17](#i11a8acba758b424e8f2f8c2d3090367b_169) | | | [Significant Operating and Nonoperating Items](#i11a8acba758b424e8f2f8c2d3090367b_169) | | | [115](#i11a8acba758b424e8f2f8c2d3090367b_169) | | |][added: NOTE 18: SIGNIFICANT OPERATING AND NONOPERATING ITEMS]

| | | | [Note [removed: 18](#i11a8acba758b424e8f2f8c2d3090367b_172)] [added: 1](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172)[9](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172)] | | | [removed: [Restructuring](#i11a8acba758b424e8f2f8c2d3090367b_172)] [added: [Restructuring](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172)] | | | [removed: [116](#i11a8acba758b424e8f2f8c2d3090367b_172)] [added: [115](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_172)] | | |

| | | | [removed: [Note 19](#i11a8acba758b424e8f2f8c2d3090367b_175)] [added: [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175) [20](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175)] | | | [Operating [removed: Segments](#i11a8acba758b424e8f2f8c2d3090367b_175)] [added: Segments](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175)] | | | [removed: [118](#i11a8acba758b424e8f2f8c2d3090367b_175)] [added: [117](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_175)] | | |

[removed: | | | | [Note 20](#i11a8acba758b424e8f2f8c2d3090367b_178) | | | [Net Change in Operating Assets and Liabilities](#i11a8acba758b424e8f2f8c2d3090367b_178) | | | [123](#i11a8acba758b424e8f2f8c2d3090367b_178) | | |][added: NOTE 21: NET CHANGE IN OPERATING ASSETS AND LIABILITIES]

| [Report of [removed: Management](#i11a8acba758b424e8f2f8c2d3090367b_181)] [added: Management](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_181)] | | | | | | | | | [removed: [124](#i11a8acba758b424e8f2f8c2d3090367b_181)] [added: [123](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_181)] | | |

| [Report of Independent Registered Public Accounting [removed: Fir](#i11a8acba758b424e8f2f8c2d3090367b_184)[m](#i11a8acba758b424e8f2f8c2d3090367b_184)] [added: Fir](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)[m](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)] (PCAOB ID: 42) | | | | | | | | | [removed: [126](#i11a8acba758b424e8f2f8c2d3090367b_184)] [added: [125](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_184)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting](#i11a8acba758b424e8f2f8c2d3090367b_187)] [added: Reporting](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_187)] | | | | | | | | | [removed: [128](#i11a8acba758b424e8f2f8c2d3090367b_187)] [added: [127](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_187)] | | |

| Year Ended December 31, | | | [removed: 2022] [added: 2023] | | | [removed: 2021] [added: 2022] | | | [removed: 2020] [added: 2021] | | |

| Net Operating Revenues | | | $ | [removed: 43,004] [added: 45,754] | | $ | [removed: 38,655] [added: 43,004] | | $ | [removed: 33,014] [added: 38,655] | |

| Cost of goods sold | | | [removed: 18,000] [added: 18,520] | | | [removed: 15,357] [added: 18,000] | | | [removed: 13,433] [added: 15,357] | | |

| Gross Profit | | | [removed: 25,004] [added: 27,234] | | | [removed: 23,298] [added: 25,004] | | | [removed: 19,581] [added: 23,298] | | |

| Selling, general and administrative expenses | | | [removed: 12,880] [added: 13,972] | | | [removed: 12,144] [added: 12,880] | | | [removed: 9,731] [added: 12,144] | | |

| Other operating charges | | | [removed: 1,215] [added: 1,951] | | | [removed: 846] [added: 1,215] | | | [removed: 853] [added: 846] | | |

| Operating Income | | | [removed: 10,909] [added: 11,311] | | | [removed: 10,308] [added: 10,909] | | | [removed: 8,997] [added: 10,308] | | |

| Interest income | | | [removed: 449] [added: 907] | | | [removed: 276] [added: 449] | | | [removed: 370] [added: 276] | | |

| Interest expense | | | [removed: 882] [added: 1,527] | | | [removed: 1,597] [added: 882] | | | [removed: 1,437] [added: 1,597] | | |

| Equity income (loss) — net | | | [removed: 1,472] [added: 1,691] | | | [removed: 1,438] [added: 1,472] | | | [removed: 978] [added: 1,438] | | |

| Other income (loss) — net | | | [removed: (262)] [added: 570] | | | [removed: 2,000] [added: (262)] | | | [removed: 841] [added: 2,000] | | |

| | | | [Note](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031) [9](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031) | | | [Supply Chain Finance Program](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031) | | | [86](#i4df70c6dbbfb439eb83ce0e34cd8d3fe_2031) | | |

| Adjustments to reconcile consolidated net income to net cash provided by operating activities: | | | | | | | | | | | |

| Issuances of loans, notes payable and long-term debt | | | 6,891 | | | 3,972 | | | 13,094 | | |

| Payments of loans, notes payable and long-term debt | | | (5,034) | | | (4,930) | | | (12,866) | | |

| Acquisition of interests held by noncontrolling owners | | | (20) | | | — | | | — | | |

| Acquisition of interests held by noncontrolling owners | | | (2) | | | — | | | — | | |

We perform impairment tests using various valuation methodologies, including discounted cash flow models and a market approach, to determine the fair value of the indefinite-lived intangible asset or the reporting unit, as applicable.

between the Company and Monster Beverage Corporation (“Monster”), each of which is its own reporting unit.

*Recently Issued Accounting Guidance*

In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-07, *Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures*, which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses.

The expanded annual disclosures are effective for our year ending December 31, 2024, and the expanded interim disclosures are effective in 2025 and will be applied retrospectively to all prior periods presented.

The Company is currently evaluating the impact that ASU 2023-07 will have on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, *Income Taxes (Topic 740): Improvements to Income Tax Disclosures*, which requires, among other things, additional disclosures primarily related to the income tax rate reconciliation and income taxes paid.

The expanded annual disclosures are effective for our year ending December 31, 2025.

The Company is currently evaluating the impact that ASU 2023-09 will have on our consolidated financial statements and whether we will apply the standard prospectively or retrospectively.

The remaining $860 million of the purchase price was held back related to indemnification obligations, of which $549 million had been paid as of December 31, 2022 and $311 million was paid in 2023.

During 2023, proceeds from disposals of businesses, equity method investments and nonmarketable securities totaled $430 million, which primarily related to sales of our ownership interests in our equity method investees in Indonesia and Pakistan, for which we received cash proceeds of $402 million and a note receivable of $200 million.

As of December 31, 2023, the Company’s bottling operations in the Philippines and Bangladesh and certain bottling operations in India met the criteria to be classified as held for sale and are expected to be refranchised during the first quarter of 2024.

The Company refranchised its bottling operations in Vietnam in January 2023 and recognized a net gain of $439 million as a result of the sale, which was recorded in the line item other income (loss) — net in our consolidated statement of income for the year ended December 31, 2023.

| Equity method investments | | | 4 | | | — | | |

| Other intangible assets | | | 14 | | | — | | |

| Loans and notes payable | | | 63 | | | — | | |

| Long-term debt | | | 2 | | | — | | |

Our Company operates in two lines of business: concentrate operations and finished product operations.

| Total | | | $ | 16,550 | | $ | 29,204 | | $ | 45,754 | |

| December 31, 2023 | | | | | | | | |

| Marketable securities | | | $ | 345 | | $ | — | |

| December 31, 2023 | | | | | | | | | | | | | | |

| Total debt securities | | | $ | 1,179 | | $ | 26 | | $ | (30) | | $ | 1,175 | |

| Within 1 year | | | $ | 484 | | $ | 483 | | | | | | | | | | |

| After 10 years | | | 195 | | | 176 | | | | | | | | | | | |

| Total | | | $ | 1,136 | | $ | 1,134 | | | | | | | | | | |

| Derivatives Designated as Hedging Instruments | | | Financial Statement Line Item Impacted1 | | | December 31, 2023 | | | December 31, 2022 | | |

| Interest rate contracts | | | Accounts payable and accrued expenses | | | 5 | | | — | | |

Refer to Note 17 for the net presentation of the Company’s derivative instruments.

2Refer to Note 17 for additional information related to the estimated fair value.

The total notional value of derivatives that were designated and qualified for the Company’s interest rate cash flow hedging program was $750 million as of December 31, 2023.

In June 2023, the Company amended the terms of its interest rate swap agreements to implement a forward-looking interest rate based on the Secured Overnight Financing Rate (“SOFR”) in place of the London Interbank Offered Rate (“LIBOR”).

Since the interest rate swap agreements were affected by reference rate reform, the Company applied the expedients and exceptions provided to preserve the past presentation of its derivatives without de-designating the existing hedging relationships.

All amendments to interest rate swap agreements were executed with the existing counterparties and did not change the notional amounts, maturity dates or other critical terms of the hedging relationships.

| Issuances of debt | | | 3,972 | | | 13,094 | | | 26,934 | | |

| Payments of debt | | | (4,930) | | | (12,866) | | | (28,796) | | |

We use a variety of methodologies in conducting impairment tests of indefinite-lived intangible assets, including, but not limited to, discounted cash flow models, which include assumptions we believe are consistent with those a market participant would use.

The Bottling

including goodwill.

We typically use discounted cash flow models to determine the fair value of a reporting unit.

During 2020, our Company’s acquisitions of businesses, equity method investments and nonmarketable securities totaled $1,052 million, which primarily related to the acquisition of the remaining ownership interest in fairlife, LLC (“fairlife”).

The remaining $860 million of the purchase price was held back related to indemnification obligations, of which $540 million was included in the line item accounts payable and accrued expenses and $320 million was included in the line item other noncurrent liabilities in our consolidated balance sheet as of December 31, 2021.

As of December 31, 2022, $549 million of the $860 million had been paid and $311 million remained in the line item accounts payable and accrued expenses in our consolidated balance sheet.

It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce.

*fairlife, LLC*

In January 2020, the Company acquired the remaining 57.5 percent ownership interest in, and now owns 100 percent of, fairlife.

fairlife offers a broad portfolio of products in the value-added dairy category across North America.

Upon consolidation, we recognized a gain of $902 million resulting from the remeasurement of our previously held equity interest in fairlife to fair value.

We acquired the remaining ownership interest in exchange for $979 million of cash, net of cash acquired, and effectively settled our $306 million note receivable from fairlife at the recorded amount.

Under the applicable accounting guidance, we recorded a $270 million liability representing our best estimate of the fair value of this contingent consideration as of the acquisition date.

The fair value of this contingent consideration was determined using a Monte Carlo valuation model based on Level 3 inputs, including management’s latest estimates of future operating results.

Upon finalization of purchase accounting, $1.3 billion of the purchase price was allocated to the fairlife trademark and $0.8 billion was allocated to goodwill.

The goodwill recognized as part of this acquisition is primarily related to synergistic value created from the opportunity for additional expansion.

The goodwill is not tax deductible and has been assigned to the North America operating segment.

During the year ended December 31, 2021, we made the first milestone payment of $100 million based on fairlife meeting its financial targets in 2020.

During 2020, proceeds from disposals of businesses, equity method investments and nonmarketable securities totaled $189 million, which primarily related to the sale of our ownership interest in Piedmont Coca-Cola Bottling Partnership to Coca-Cola Consolidated, Inc., an equity method investee.

We received cash proceeds of $100 million and recognized a net loss of $2 million as a result of this sale.

The Company refranchised its bottling operations in Cambodia in November 2022.

This advance was included in the

The Company refranchised its bottling operations in Vietnam in January 2023.

Our Company markets, manufactures and sells:

- finished sparkling soft drinks and other beverages (we refer to this part of our business as our “finished product operations”).

Our concentrate operations typically generate net operating revenues by selling concentrates, syrups and certain finished beverages to authorized bottling operations (to which we typically refer as our “bottlers” or our “bottling partners”).

| Total | | | $ | 11,281 | | $ | 21,733 | | $ | 33,014 | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| December 31, 2021 | | | | | | | | | | | | | | |

| Total debt securities | | | $ | 1,687 | | $ | 34 | | $ | (132) | | $ | 1,589 | |

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Within 1 year | | | $ | 146 | | $ | 145 | | | | | | | | | | |

| After 10 years | | | 174 | | | 152 | | | | | | | | | | | |

| Total | | | $ | 979 | | $ | 944 | | | | | | | | | | |

| Derivatives Designated as Hedging Instruments | | | Balance Sheet Location1 | | | December 31, 2022 | | | December 31, 2021 | | |

Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of December 31, [removed: 2022.][added: 2023.]

The report of management on our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] and the attestation report of our independent registered public accounting firm on our internal control over financial reporting are set forth in Part II, “Item 8.

There have been no changes in the Company’s internal control over financial reporting during the quarter ended December 31, [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

None of our Directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, during the fiscal quarter ended December 31, 2023.

Not applicable.

The information regarding Directors under the subheadings “Item 1 Election of Directors,” “Board Membership Criteria,” “Director Nomination Process” and “Biographical Information About Our Director Nominees” under the principal heading “Governance”; the information regarding the Codes of Business Conduct under the subheading “Additional Governance Matters” under the principal heading “Governance”; the information under the subheading “Delinquent Section 16(a) Reports” under the principal heading “Share Ownership”; and the information regarding the Audit Committee under the subheading “Board and Committee Governance” under the principal heading “Governance” in the Company’s [removed: 2023] [added: 2024] Proxy Statement are incorporated herein by reference.

The information under the subheading “Director Compensation” under the principal heading “Governance”; the information under the subheadings “Compensation Discussion and Analysis”; “Compensation Committee Report”; “Compensation Committee Interlocks and Insider Participation”; “Compensation Tables”; “Payments on Termination or Change in Control” and “Pay Ratio Disclosure” under the principal heading “Compensation”; and the information under the subheading “Annex B — Summary of Plans” under the principal heading “Annexes” in the Company’s [removed: 2023] [added: 2024] Proxy Statement are incorporated herein by reference.

The information under the subheading “Equity Compensation Plan Information” under the principal heading “Compensation” and the information under the principal heading “Share Ownership” in the Company’s [removed: 2023] [added: 2024] Proxy Statement are incorporated herein by reference.

“Governance” in the Company’s [removed: 2023] [added: 2024] Proxy Statement is incorporated herein by reference.

The information regarding Audit Fees, Audit-Related Fees, Tax Fees, All Other Fees and Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors under the subheading “Item [removed: 4] [added: 5] Ratification of the Appointment of Ernst & Young LLP as Independent Auditors” under the principal heading “Audit Matters” in the Company’s [removed: 2023] [added: 2024] Proxy Statement is incorporated herein by reference.

Consolidated Statements of Income — Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Consolidated Statements of Comprehensive Income — Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Consolidated Balance Sheets — December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

Consolidated Statements of Cash Flows — Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Consolidated Statements of Shareowners’ Equity — Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

| [removed: [3.2](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm)] [added: [3.2](https://www.sec.gov/Archives/edgar/data/21344/000002134423000051/ex32-tcccbyxlawseffective1.htm)] | | | | | | [By-Laws of the Company, as amended and restated [removed: through](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [December 7, 2022](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [—] [added: through October 19, 2023 —] incorporated herein by reference to Exhibit 3.2 of the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [Current](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [Report] [added: Company’s Current Report] on [removed: Form](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [8-K](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm) [](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm)[filed] [added: Form 8-K filed] on [removed: December 12, 2022.](http://www.sec.gov/Archives/edgar/data/21344/000155278122000649/e22509_ex3-2.htm)] [added: October 20, 2023.](https://www.sec.gov/Archives/edgar/data/21344/000002134423000051/ex32-tcccbyxlawseffective1.htm)] | | | | | |

| [removed: [4.1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)] [added: [10.36](http://www.sec.gov/Archives/edgar/data/21344/000002134419000014/quan_offerletterxex-1056.htm)] | | | | | | [removed: [Description of] [added: [Letter, dated October 18, 2018, from] the [removed: Company’s Securities Registered Pursuant] [added: Company] to [removed: Section 12 of the Securities Exchange Act of 1934](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm) [](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)[—] [added: Nancy Quan —] incorporated herein by reference [removed: to](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm) [Exhibit 4.1 of] [added: to Exhibit 10.56 to] the [removed: Company](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)[’](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)[s] [added: Company’s] Annual Report on Form 10-K for the year ended [removed: December](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm) [31, 202](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)[1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)[.](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit41.htm)] [added: December 31, 2018.*](http://www.sec.gov/Archives/edgar/data/21344/000002134419000014/quan_offerletterxex-1056.htm)] | | | | | |

| 4.2 | | | | | | As permitted by the rules of the SEC, the Company has not filed certain instruments defining the rights of holders of long-term debt of the Company or consolidated subsidiaries under which the total amount of securities authorized does not exceed [removed: 10 percent] [added: 10%] of the total assets of the Company and its consolidated subsidiaries. The Company agrees to furnish to the SEC, upon request, a copy of any omitted instrument. | | | | | |

| [4.12](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm) | | | | | | [Form of Note for 1.750% Notes due 2024 — incorporated herein by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on [removed: September, 9,] [added: September](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm) [9,] 2019.](http://www.sec.gov/Archives/edgar/data/21344/000141057819001096/tv528943_ex4-4.htm) | | | | | |

| [10.1.1](http://www.sec.gov/Archives/edgar/data/21344/000155278122000366/e22265_ex10-1.htm) | | | | | | [Annual Incentive Plan of The Coca-Cola Company, as amended and restated as of January 1, 2022 — [removed: incorporated](http://www.sec.gov/Archives/edgar/data/21344/000155278122000366/e22265_ex10-1.htm) [herein](http://www.sec.gov/Archives/edgar/data/21344/000155278122000366/e22265_ex10-1.htm) [by] [added: incorporated herein by] reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 27, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000155278122000366/e22265_ex10-1.htm) | | | | | |

| [10.3.2](http://www.sec.gov/Archives/edgar/data/21344/000110465914011382/a14-6159_1ex10d4.htm) | | | | | | [Form of Stock Option Agreement for grants under the 2008 Stock Option Plan, as adopted February 19, [removed: 2014](http://www.sec.gov/Archives/edgar/data/21344/000110465914011382/a14-6159_1ex10d4.htm) [](http://www.sec.gov/Archives/edgar/data/21344/000110465914011382/a14-6159_1ex10d4.htm)[—] [added: 2014 —] incorporated herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed on February 19, 2014.*](http://www.sec.gov/Archives/edgar/data/21344/000110465914011382/a14-6159_1ex10d4.htm) | | | | | |

| [10.5.19](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm) | | | | | | [Form of Performance Share (Emerging Stronger) Agreement for grants under the 2014 Equity Plan, as adopted February 17, [removed: 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm) [—](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm) [incorporated] [added: 2021 — incorporated] herein by reference to](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm) [Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended April 2, 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm)[.*](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/psuagreementemergingstrong.htm) | | | | | |

| [10.5.20](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm) | | | | | | [Form of Stock Option Agreement for grants under the 2014 Equity Plan, as adopted February 17, [removed: 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm) [—](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm) [incorporated] [added: 2021 — incorporated] herein by reference to](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm) [Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended April 2, 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm)[.*](http://www.sec.gov/Archives/edgar/data/21344/000002134421000014/stockoptionagreement2021.htm) | | | | | |

| [10.5.22](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) | | | | | | [The Coca-Cola Company 2014 Equity Plan, as amended and restated as of February 16, 2022 — incorporated by reference to Exhibit 10.4 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [f](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm)[or the](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [quarter ended](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [April](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) [1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm)[,] [added: 10-Q for the quarter ended April 1,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000016/a2014equityplan-restated20.htm) | | | | | |

| [10.6.7](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) | | | | | | [Amendment Seven [removed: to The Coca-Cola Company Supplemental] [added: to](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [the](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [Supplemental] Pension Plan, dated June 15, 2022 — [removed: incorporated by] [added: incorporate](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm)[d herein](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [by] reference to Exhibit 10.2 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [for] [added: 10-Q for] the quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [J](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm)[uly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) [1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm)[,] [added: ended July 1,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-102.htm) | | | | | |

| [10.6.8](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm) | | | | | | [Amendment Eight [removed: to The Coca-Cola Company Supplemental] [added: to](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm) [the S](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm)[upplemental] Pension Plan, dated August 9, 2022 — incorporated herein by reference to Exhibit 10.6 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm) [Report] [added: Company’s Quarterly Report] on Form 10-Q [removed: f](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm)[or] [added: for] the quarter ended September [removed: 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm)[,] [added: 30,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex106amendmenteighttotcccs.htm) | | | | | |

| [10.7](http://www.sec.gov/Archives/edgar/data/21344/000002134412000007/a20111231ex-1011.htm) | | | | | | [The Coca-Cola Company Supplemental 401(k) Plan (f/k/a the Supplemental Thrift Plan of the Company), amended and restated effective January 1, 2012, dated [removed: December 14,] [added: December](http://www.sec.gov/Archives/edgar/data/21344/000002134412000007/a20111231ex-1011.htm) [17](http://www.sec.gov/Archives/edgar/data/21344/000002134412000007/a20111231ex-1011.htm)[,] 2011 — incorporated herein by reference to Exhibit 10.11 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2011.*](http://www.sec.gov/Archives/edgar/data/21344/000002134412000007/a20111231ex-1011.htm) | | | | | |

| [10.7.3](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) | | | | | | [Amendment Three to The Coca-Cola Company Supplemental 401(k) Plan, dated August 9, [removed: 2022](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) [](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm)[—] [added: 2022 —] incorporated herein by reference to Exhibit 10.8 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) [for] [added: 10-Q for] the quarter ended September [removed: 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm)[,] [added: 30,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex108amendmentthreetotcccs.htm) | | | | | |

| [10.8.5](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) | | | | | | [Amendment Five [removed: to The Coca-Cola Company Supplemental] [added: to](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [the](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [Supplemental] Cash Balance Plan, dated June 15, 2022 — [removed: incorporated by] [added: incorporated](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [herein](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [by] reference to Exhibit 10.3 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) [for] [added: 10-Q for] the quarter ended July [removed: 1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm)[,] [added: 1,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000034/a20220701ex-103.htm) | | | | | |

| [10.8.6](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) | | | | | | [Amendment Six [removed: to The Coca-Cola Company Supplemental] [added: to](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) [](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm)[the S](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm)[upplemental] Cash Balance Plan, dated August 9, 2022 — incorporated herein by reference to Exhibit 10.7 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) [for] [added: 10-Q for] the quarter ended September [removed: 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm)[,] [added: 30,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex107amendmentsixtotcccsup.htm) | | | | | |

| [removed: [10.13](http://www.sec.gov/Archives/edgar/data/21344/000002134420000014/a20200327ex-104.htm)] [added: [10.13](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit1013.htm)] | | | | | | [The Coca-Cola Company Severance Pay Plan, as amended and restated effective January 1, [removed: 2020 (the “Severance Pay Plan”) — incorporated herein by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 27, 2020.*](http://www.sec.gov/Archives/edgar/data/21344/000002134420000014/a20200327ex-104.htm)] [added: 2024.*](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit1013.htm)] | | | | | |

| [removed: [10.13.1](http://www.sec.gov/Archives/edgar/data/21344/000002134420000041/a20200626ex-101.htm)] [added: [10.43](https://www.sec.gov/Archives/edgar/data/21344/000002134423000048/a20230630ex-101.htm)] | | | | | | [removed: [First A](http://www.sec.gov/Archives/edgar/data/21344/000002134420000041/a20200626ex-101.htm)[mendment](http://www.sec.gov/Archives/edgar/data/21344/000002134420000041/a20200626ex-101.htm) [to the Severance Pay Plan,] [added: [Letter,] dated [added: April 1, 2023, from the Company to Erin “Ellie”] May [removed: 29, 2020] — incorporated herein by reference to Exhibit 10.1 to the [removed: Company’s] [added: Company](https://www.sec.gov/Archives/edgar/data/21344/000002134423000048/a20230630ex-101.htm)[’](https://www.sec.gov/Archives/edgar/data/21344/000002134423000048/a20230630ex-101.htm)[s] Quarterly Report on Form 10-Q for the quarter ended June [removed: 26, 2020.*](http://www.sec.gov/Archives/edgar/data/21344/000002134420000041/a20200626ex-101.htm)] [added: 30, 2023.*](https://www.sec.gov/Archives/edgar/data/21344/000002134423000048/a20230630ex-101.htm)] | | | | | |

| [removed: [10.13.2](http://www.sec.gov/Archives/edgar/data/21344/000002134421000008/a20201231ex-10166.htm)] [added: [10.40.1](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit10401.htm)] | | | | | | [removed: [Second A](http://www.sec.gov/Archives/edgar/data/21344/000002134421000008/a20201231ex-10166.htm)[mendment](http://www.sec.gov/Archives/edgar/data/21344/000002134421000008/a20201231ex-10166.htm) [to the Severance Pay Plan,] [added: [Letter,] dated December [removed: 9, 2020](http://www.sec.gov/Archives/edgar/data/21344/000002134421000008/a20201231ex-10166.htm) [—] [added: 13, 2022, from the Company to Henrique Braun —] incorporated herein by reference to Exhibit [removed: 10.16.6] [added: 10.40.1] to the Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2020.*](http://www.sec.gov/Archives/edgar/data/21344/000002134421000008/a20201231ex-10166.htm)] [added: 2022.*](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit10401.htm)] | | | | | |

| [removed: [10.13.3](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10133.htm)] [added: [10.4](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit1042.htm)[2](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit1042.htm)] | | | | | | [removed: [Third A](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10133.htm)[mendment](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10133.htm) [to the Severance Pay Plan,] [added: [Letter,] dated [removed: September 22, 2021] [added: December 14, 2022, from the Company to Bruno Pietracci] — incorporated herein by reference to Exhibit [removed: 10.13.3] [added: 10.42] to the Company’s Annual Report on Form 10-K for the year ended December 31, [removed: 2021.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10133.htm)] [added: 2022.*](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit1042.htm)] | | | | | |

| [removed: [10.13.4](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)] [added: [10.35](http://www.sec.gov/Archives/edgar/data/21344/000002134419000014/nikoskoumettis_offerletter.htm)] | | | | | | [removed: [Fourth A](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)[mendment](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm) [to] [added: [Letter, dated October 17, 2018, from] the [removed: Severance Pay Plan,] [added: Company to Nikolaos Koumettis, as further supplemented by Letter,] dated [removed: December 15, 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm) [— incorporate](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)[d] [added: February 1, 2019 — incorporated] herein by reference to Exhibit [removed: 10.13.4] [added: 10.55] to the [removed: Company](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)[’](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)[s] [added: Company’s] Annual Report on Form 10-K for the year ended December 31, [removed: 2021](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)[.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000009/a20211231exhibit10134.htm)] [added: 2018.*](http://www.sec.gov/Archives/edgar/data/21344/000002134419000014/nikoskoumettis_offerletter.htm)] | | | | | |

| [removed: [10.13.5](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm)] [added: [10.30.2](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)] | | | | | | [removed: [Fifth Amendment to The Coca-Cola Company Severance Pay Plan,] [added: [Letter,] dated August [removed: 9, 2022] [added: 18, 2022, from the Company to Jennifer Mann] — incorporated herein by reference to Exhibit [removed: 10.9] [added: 10.3] to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm) [Report] [added: Company’s Quarterly Report] on Form [removed: 10-Q](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm) [for] [added: 10-Q for] the quarter ended September [removed: 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm)[, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex109fifthamendmenttotcccs.htm)] [added: 30, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)] | | | | | |

| [10.20.2](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) | | | | | | [Letter, dated July 21, 2022, from the Company to Brian J. Smith — [removed: incorporated by] [added: incorporated](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) [herein](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) [by] reference to Exhibit 10.1 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) [Current](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) [Report] [added: Company’s Current Report] on Form 8-K filed on July 21, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-1.htm) | | | | | |

| [10.25.1](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) | | | | | | [Separation Agreement and Full and Complete Release and Agreement on Trade Secrets and Confidentiality between The Coca-Cola Company and Alfredo Rivera, dated August 20, 2022 — [removed: incorporated by] [added: incorporated](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) [herein](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) [by] reference to Exhibit 10.1 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) [Current](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) [Report] [added: Company’s Current Report] on Form 8-K filed on August 23, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000155278122000543/e22401_ex10-1.htm) | | | | | |

| [10.26.1](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm) | | | | | | [Separation Agreement and Full and Complete Release and Agreement on Trade Secrets and Confidentiality between The Coca-Cola Company and Barry Simpson, dated September 7, 2022 — incorporated herein by reference to Exhibit 10.5 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm) [Report] [added: Company’s Quarterly Report] on Form 10-Q [removed: f](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm)[or] [added: for] the quarter ended September [removed: 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm)[,] [added: 30,] 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex105-simpsonletter.htm) | | | | | |

| [10.27.1](http://www.sec.gov/Archives/edgar/data/21344/000155278118000440/e18397_ex10-3.htm) | | | | | | [Letter, dated October 18, 2018, from the Company to John Murphy — incorporated herein by reference to Exhibit 10.3 to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000155278118000440/e18397_ex10-3.htm) [Current](http://www.sec.gov/Archives/edgar/data/21344/000155278118000440/e18397_ex10-3.htm) [Report] [added: Company’s Current Report] on Form 8-K filed on October 18, 2018.*](http://www.sec.gov/Archives/edgar/data/21344/000155278118000440/e18397_ex10-3.htm) | | | | | |

| [10.27.2](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-2.htm) | | | | | | [Letter, dated July 21, 2022, from the Company to John Murphy — [removed: incorporated by] [added: incorporated](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-2.htm) [herein](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-2.htm) [by] reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on July 21, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000155278122000509/e22375_ex10-2.htm) | | | | | |

| [removed: [10.30.2](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)] [added: [10.41](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm)] | | | | | | [Letter, dated [removed: August 18, 2022](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)[,](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm) [from] [added: April 23, 2021, from] the Company to [removed: Jennifer Mann — incorporated] [added: Monica Howard Douglas](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm) [—](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm) [incorporated] herein by reference to Exhibit [removed: 10.3] [added: 10.2] to the [removed: Company’s](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm) [Report] [added: Company](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm)[’](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm)[s Quarterly Report] on Form 10-Q [removed: f](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)[or] [added: for] the quarter ended [removed: September 30](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)[, 2022.*](http://www.sec.gov/Archives/edgar/data/21344/000002134422000042/ex103-mannletter.htm)] [added: July 2, 2021.*](http://www.sec.gov/Archives/edgar/data/21344/000002134421000024/offerletter-monicahowarddo.htm)] | | | | | |

| [10.32](http://www.sec.gov/Archives/edgar/data/21344/000155278117000271/e17241_ex10-3.htm) | | | | | | [Letter, dated April 27, 2017, from the Company to Mark Randazza — incorporated herein by reference to Exhibit 10.3 of the [removed: Company’](http://www.sec.gov/Archives/edgar/data/21344/000155278117000271/e17241_ex10-3.htm)[s Current](http://www.sec.gov/Archives/edgar/data/21344/000155278117000271/e17241_ex10-3.htm) [Report] [added: Company’s Current Report] on Form 8-K filed on April 28, 2017.*](http://www.sec.gov/Archives/edgar/data/21344/000155278117000271/e17241_ex10-3.htm) | | | | | |

| [10.39.1](http://www.sec.gov/Archives/edgar/data/0000021344/000155278121000235/e21249_ex10-1.htm) | | | | | | [Consulting Agreement between The Coca-Cola Company and [removed: Bradley M. Gayton,] [added: Bradley](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000235/e21249_ex10-1.htm) [Gayton,] dated April 20, 2021](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000235/e21249_ex10-1.htm) [—](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000235/e21249_ex10-1.htm) [incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 21, 2021.*](https://www.sec.gov/Archives/edgar/data/0000021344/000155278121000235/e21249_ex10-1.htm) | | | | | |

| [removed: [21.1](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit211.htm)] [added: [21.1](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit211.htm)] | | | | | | [List of subsidiaries of the Company as of December 31, [removed: 202](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit211.htm)[2](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit211.htm)[.](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit211.htm)] [added: 2023.](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit211.htm)] | | | | | |

| [removed: [23.1](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit231.htm)] [added: [23.1](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit231.htm)] | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit231.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit231.htm)] | | | | | |

| [removed: [24.1](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit241.htm)] [added: [24.1](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit241.htm)] | | | | | | [Powers of Attorney of Officers and Directors signing this [removed: report.](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit241.htm)] [added: report.](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit241.htm)] | | | | | |

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit311.htm)] [added: [31.1](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit311.htm)] | | | | | | [Rule 13a-14(a)/15d-14(a) Certification, executed by [removed: James R. Quincey,] [added: James](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit311.htm) [Quincey,] Chairman of the Board of Directors and Chief Executive Officer of The Coca-Cola [removed: Company.](https://www.sec.gov/Archives/edgar/data/21344/000002134423000011/a20221231exhibit311.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/21344/000002134424000009/a20231231exhibit311.htm)] | | | | | |